Common use of Attorneys’ Fees and Costs Clause in Contracts

Attorneys’ Fees and Costs. Borrower shall reimburse GBC for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBC, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security interest in, the Collateral; and otherwise represent GBC in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC PFG for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's PFG’s security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borrower. If either GBC PFG or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; to initiate any complaint to be relieved of the automatic stay in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Greyrock for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCGreyrock, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Greyrock incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCGreyrock's security interest in, the Collateral; and otherwise represent GBC Greyrock in any litigation relating to Borrower. If either GBC Greyrock or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Greyrock may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Silicon’s security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower’s obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon’s attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Seller shall reimburse GBC for forthwith pay to Buyer the amount of all reasonable actual attorneys' fees and all filing, recording, searchpublication, title insurancecollection, appraisal, audit, search and other reasonable costs incurred by GBCBuyer under and pursuant to this Agreement, pursuant toor any other present or future agreement, or in connection withwith any transaction contemplated hereby or thereby, or relating with respect to this Agreement the Collateral or the defense or enforcement of Buyer's interests (whether or not Buyer files a lawsuit is filedagainst Seller), including, but not limited towithout limitation, any reasonable charges of auditors, set-up charges, bank charges, and all office and other expenses and costs. Without limiting the generality of the foregoing, Seller shall, with respect to each and all of the foregoing, pay all actual attorneys' fees and costs GBC Buyer incurs in order to do the followingto: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borroweradvice; enforce, enforce or seek to enforce, enforce any of its rights; prosecute actions action against, or defend actions by, by Account Debtors; commence, intervene in, respond to, or defend any action or proceeding; initiate any complaint to be relieved of the effect of the automatic stay in bankruptcybankruptcy in order to commence or continue any foreclosure or other disposition of the Collateral; file or prosecute a claim or right in any action or proceeding, including, but not limited to, any probate claim, bankruptcy claim, third-party claim, secured creditor claim or other claim; reclamation complaint, examine, audit, count, test, copy, and or otherwise inspect any of the Collateral or any of BorrowerSeller's books and records; or protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's any security interest in, in or lien on the Collateral; and otherwise Collateral or represent GBC Buyer in any litigation relating with respect to BorrowerSeller's affairs. If either GBC or Borrower files In the event Buyer brings any lawsuit against the other Seller predicated on a breach of this Agreement, the prevailing party or in such action any manner relates to this Agreement, Buyer shall be entitled to recover its reasonable costs and attorneys' attorney’s fees, including (including, but not limited to) reasonable , attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Buyer may be entitled pursuant to this Paragraph Section shall immediately become part of BorrowerSeller's Obligations, Obligations and shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. The Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerAgreement; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtorsaccount debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of the Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to the Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Lallxx, xxt Borrower acknowledges and agrees that Levy, Small & Lallxx xx representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or the Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of the Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC PFG for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBC, pursuant to, or PFG: (a) in connection withwith the preparation, negotiation and closing of this Agreement, and (b) any future amendments, consents, waivers or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC incurs in order to do the following: prepare and negotiate this Agreement and the documents relating supplements to this Agreement; , and (c) upon the occurrence and during the continuance of a Default or an Event of Default, to (i) obtain legal advice in connection with this Agreement or Borrower; (ii) enforce, or seek to enforce, any of its rightsrights hereunder; (iii) prosecute actions against, or defend actions by, Account Debtors; (iv) commence, intervene in, or defend any action or proceeding; (v) initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; (vi) examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; (vii) protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's PFG’s security interest in, the Collateral; and (viii) otherwise represent GBC PFG in any litigation relating to Borrower. If either GBC PFG or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC ORIX for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCORIX, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, out of pocket costs and expenses in connection with any board of directors meeting observation rights provided to ORIX under this Agreement, all reasonable attorneys' ’ fees and costs GBC ORIX incurs in hi order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's ORIX’s security interest in, the Collateral; represent ORIX in connection with any sale by ORIX of the Loan or any interest or participation in the Loan, including without limitation the preparation and negotiation of documentation relating to the same; and otherwise represent GBC ORIX in any litigation relating to Borrower. If either GBC ORIX or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Multiplier hereby acknowledges and agrees the receipt of a deposit of $30,000 from Borrower (the “Deposit”). Subject to the complete application of the Deposit by Multiplier to the following, Borrower shall reimburse GBC Multiplier for all reasonable attorneys' and consultants’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCMultiplier, pursuant to, or in connection with, or relating to this Agreement or the other Loan Documents (whether or not a lawsuit is filed), including, but not limited to, any all reasonable attorneys' fees and costs GBC Multiplier incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreementother Loan Documents; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rightsrights an remedies relating to Borrower or any Collateral or this Agreement or the other Loan Documents; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Multiplier’s security interest in, the Collateral; and otherwise represent GBC Multiplier in any litigation relating to Borrower. If either GBC Multiplier or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon upon, or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Multiplier may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC GC for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCGC, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC GC incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCGC's security interest in, the Collateral; and otherwise represent GBC GC in any litigation relating to Borrower. If either GBC GC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC GC may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement or Borrowerand the other Loan Documents; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; to initiate any complaint to be relieved of the automatic stay in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of the Obligations of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the ObligationsObligations of Borrower.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Silicon’s security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower’s obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon’s attorneys, Levy, Small & Lxxxxx, but Borrower acknowledges and agrees that Levy, Small & Lxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC each Noteholder for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC each Noteholder incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral Secured Property or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security interest in, the CollateralSecurity; and otherwise represent GBC a Noteholder in any litigation relating to BorrowerBorrower except that a Noteholder will not be entitled to be reimbursed for any internal Noteholder issue that is not related to or caused by Borrower or a Facility Document. If either GBC a Noteholder or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC a Noteholder may be entitled pursuant to this Paragraph Section 8,13 shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Seller shall reimburse GBC for forthwith pay to Buyer the amount of all reasonable actual attorneys' fees and all filing, recording, searchpublication, title insurancecollection, appraisal, audit, search and other reasonable costs incurred by GBCBuyer under and pursuant to this Agreement, pursuant toor any other present or future agreement, or in connection withwith any transaction contemplated hereby or thereby, or relating with respect to this Agreement the Collateral or the defense or enforcement of Buyer's interests (whether or not Buyer files a lawsuit is filedagainst Seller), including, but not limited towithout limitation, any reasonable charges of auditors, set-up charges, bank charges, and all office and other expenses and costs. Without limiting the generality of the foregoing, Seller shall, with respect to each and all of the foregoing, pay all actual attorneys' fees and costs GBC Buyer incurs in order to do the followingto: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borroweradvice; enforce, enforce or seek to enforce, enforce any of its rights; prosecute actions action against, or defend actions by, by Account DebtorsXxxxxxx; commence, intervene in, respond to, or defend any action or proceeding; initiate any complaint to be relieved of the effect of the automatic stay in bankruptcybankruptcy in order to commence or continue any foreclosure or other disposition of the Collateral; file or prosecute a claim or right in any action or proceeding, including, but not limited to, any probate claim, bankruptcy claim, third-party claim, secured creditor claim or other claim; reclamation complaint, examine, audit, count, test, copy, and or otherwise inspect any of the Collateral or any of BorrowerSeller's books and records; or protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's any security interest in, in or lien on the Collateral; and otherwise Collateral or represent GBC Buyer in any litigation relating with respect to BorrowerSeller's affairs. If either GBC or Borrower files In the event Buyer brings any lawsuit against the other Seller predicated on a breach of this Agreement, the prevailing party or in such action any manner relates to this Agreement, Buyer shall be entitled to recover its reasonable costs and attorneys' attorney’s fees, including (including, but not limited to) reasonable , attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Buyer may be entitled pursuant to this Paragraph Section shall immediately become part of BorrowerSeller's Obligations, Obligations and shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; initiate to enforce and protect, or to seek to enforce and protect, any complaint to be relieved of its rights and interests in any bankruptcy case of Borrower, including, without limitation, by initiating and prosecuting any motion for relief from the automatic stay and by initiating, prosecuting or defending any other contested matter or adversary proceeding in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Debtor shall reimburse GBC GC for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCGC, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC GC incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerDebtor; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of BorrowerDebtor's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCGC's security interest in, the Collateral; and otherwise represent GBC GC in any litigation relating to BorrowerDebtor. If either GBC GC or Borrower Debtor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC GC may be entitled pursuant to this Paragraph shall immediately become part of BorrowerDebtor's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC reim­burse PFG for all reasonable attorneys' fees and all filingfil­ing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforceen­force, or seek to enforce, any of its rights; prosecute actions ac­tions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceedingproceed­ing; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examineexam­ine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security PFG’s secu­rity interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borrower. If either GBC PFG or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable reason­able costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement en­forcement of, execution upon or defense of any order, decreede­cree, award or judgment. All attorneys' fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any PMC Loan and Security Agreement probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Borrowers shall reimburse GBC Lender for all reasonable attorneys' ’ and paralegals’ fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any reasonable including all attorneys' ’ fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or Borrowerany Borrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; initiate to enforce and protect, or to seek to enforce and protect, any complaint to be relieved of its rights and interests in any bankruptcy case of any Borrower, including by initiating and prosecuting any motion for relief from the automatic stay and by initiating, prosecuting or defending any other contested matter or adversary proceeding in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of any Borrower's ’s books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to Borrowerany Borrower or any Obligor. If either GBC Lender or any Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such such’ action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC PFG for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's PFG’s security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borrower. If either GBC PFG or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Greyrock for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCGreyrock, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable reasonably attorneys' fees and costs GBC Greyrock incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCGreyrock's security interest in, the Collateral; and otherwise represent GBC Greyrock in any litigation relating to Borrower. If either GBC Greyrock or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Greyrock may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Subject to applicable laws and governmental regulations. Guarantor shall reimburse GBC Lender for all reasonable attorneys' ’ and consultant’s fees (including without limitation those of Lender’s outside counsel, and whether incurred before, during or after an bankruptcy or insolvency proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerGuarantor; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file tile or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's Guarantor’s books and records; records (subject to the limitations in Section 5.4): protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; : and otherwise represent GBC Lender in any litigation relating to BorrowerGuarantor. If either GBC Lender or Borrower Guarantor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' attorneys fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentjudgment from the non-prevailing party. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Guarantor’s Obligations, shall be due on demand, and shall bear hear interest thereafter at a rate equal to the highest interest rate then applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Silicon’s security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower’s obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon’s attorneys Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx, is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable and documented out-of-pocket attorneys' ’ and consultant’s fees (whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable and documented out-of-pocket costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Silicon’s security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower’s obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon’s attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. Silicon Valley Bank Loan and Security Agreement

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' ’ and consultant’s fees (including without limitation those of Lender’s outside counsel and in-house counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' ’ and consultant’s fees (including without limitation those of Lender’s outside counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and recordsrecords (subject to the limitations in Section 5.4); protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentjudgment from the non-prevailing party. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest thereafter at a rate equal to the highest interest rate then applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Debtor shall reimburse GBC for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBC, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerDebtor; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of BorrowerDebtor's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security interest in, the Collateral; and otherwise represent GBC in any litigation relating to BorrowerDebtor. If either GBC or Borrower Debtor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC may be entitled pursuant to this Paragraph shall immediately become part of BorrowerDebtor's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and consultant’s fees (including without limitation those of Lender’s outside counsel and in-house counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral Borrower’s assets or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateralcollateral (if any); and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentjudgment from the non-prevailing party. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC ORIX for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCit, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, out of pocket costs and expenses in connection with any board of directors meeting observation rights provided to them under this Agreement, all reasonable attorneys' fees and costs GBC incurs they incur in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's its security interest interests in, the Collateral; and otherwise represent GBC ORIX in any litigation relating to BorrowerBorrower under or in connection with this Agreement or any other Loan Document. If either GBC or Borrower a party hereto files any lawsuit against the other another party predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' feesfees from the non-prevailing party, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC If any party to this Covenant institutes any action, suit, counterclaim, appeal or arbitration for all reasonable attorneys' fees and all filingany relief against another party, recordingdeclaratory or otherwise (collectively an "Action"), search, title insurance, appraisal, audit, and other reasonable costs incurred by GBC, pursuant to, to enforce the terms hereof or to declare rights hereunder or with respect to any inaccuracies or material omissions in connection withwith any of the covenants, representations or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC incurs in order to do warranties on the following: prepare and negotiate this Agreement and part of the documents relating other party to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security interest in, the Collateral; and otherwise represent GBC in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, then the prevailing party in such action Action, whether by arbitration or final judgment, shall be entitled to have and recover its reasonable of and from the other party all costs and expenses of the Action, including reasonable attorneys' feesfees (provided, including however, that the attorneys’ fees awarded pursuant to this Section shall not exceed the hourly rate paid by City for legal services multiplied by the reasonable number of hours spent by the prevailing Party in the conduct of the litigation) and costs incurred in bringing and prosecuting such Action and/or enforcing any judgment, order, ruling or award (but collectively, a "Decision") granted therein, all of which shall be deemed to have accrued on the commencement of such Action and shall be paid whether or not limited to) reasonable such Action is prosecuted to a Decision. Any Decision entered in such Action shall contain a specific provision providing for the recovery of attorneys' fees and costs incurred in enforcing such Decision. A court or arbitrator shall fix the enforcement of, execution upon or defense amount of any order, decree, award or judgment. All reasonable attorneys' fees and costs upon the request of either party, in accordance with the terms of this Section. Any judgment or order entered in any final judgment shall contain a specific provision providing for the recovery of all costs and expenses of suit, including reasonable attorneys' fees and expert fees and costs (collectively "Costs") incurred in enforcing, perfecting and executing such judgment. For the purposes of this Section, Costs shall include, without limitation, in addition to which GBC may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any Costs incurred in prosecution or defense of the Obligationsunderlying action, reasonable attorneys' fees, costs, expenses and expert fees and costs incurred in the following: (a) post judgment motions and collection actions; (b) contempt proceedings; (c) garnishment, levy, debtor and third party examinations; (d) discovery; (e) bankruptcy litigation; and (f) appeals of any order or judgment. For the purposes of this Agreement the term "prevailing party" shall have the meaning set forth in the California Code of Civil Procedure Section 1032(a)(4).

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; to initiate any complaint to be relieved of the automatic stay in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, ; lease, dispose of, ; or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records*; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. *(subject to the provisions of Section 5.4 of this Agreement)

Attorneys’ Fees and Costs. Borrower shall reimburse GBC PFG for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrowerany Obligor; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrowerany Obligor's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's PFG’s security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borroweran Obligor. If either GBC PFG or Borrower any Obligor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforceen force, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. *EXCEPT AS EXPRESSLY PROVIDED BY THE PENULTIMATE SENTENCE OF THIS SECTION 9.12,

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLxxxxx, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of BorrowerBxxxxxxx's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lxxxxx may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' ’ and consultant’s fees (including without limitation those of Lender’s outside counsel and in-house counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and recordsrecords (subject to the limitations in Section 5.4); protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Debtor shall reimburse GBC Greyrock for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCGreyrock, pursuant to, to or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Greyrock incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerDebtor; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of BorrowerDebtor's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCGreyrock's security interest in, the Collateral; and otherwise represent GBC Greyrock in any litigation relating to BorrowerDebtor; provided, however, that the fees and costs incurred by Greyrock in connection with or relating to the preparation, negotiation and consummation of this Agreement and the documents relating hereto shall not exceed twenty-five thousand dollars ($25,000). If either GBC Greyrock or Borrower Debtor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Greyrock may be entitled pursuant to this Paragraph shall immediately become part of BorrowerDebtor's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; , enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; , file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Lallxx, xxt Borrower acknowledges and agrees that Levy, Small & Lallxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Lallas, but Borrower acknowledges and agrees that Levy, Small & Lallxx xx representing only Silicon and not Borrower in connection wxxx xxis Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Debtor shall reimburse GBC PFG for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerDebtor; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's Debtor’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's PFG’s security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to BorrowerDebtor. If either GBC PFG or Borrower Debtor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Debtor’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBC, pursuant to, or in connection with, or relating If any party to this Agreement institutes any action, suit, counterclaim, appeal, arbitration or mediation for any relief against another party, declaratory or otherwise (whether or not a lawsuit is filedcollectively an “Action”), includingto enforce the terms hereof or to declare rights hereunder, but not limited to, any reasonable attorneys' fees and costs GBC incurs in order to do then the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security interest in, the Collateral; and otherwise represent GBC in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party Prevailing Party in such action Action shall be entitled to recover its reasonable from the other party all costs and expenses of the Action, including reasonable attorneys' ’ fees and costs (not including any arbitration fees) incurred in bringing and prosecuting or defending such Action and/or enforcing any judgment, order, ruling or award (collectively, a “Decision”) granted therein, all of which shall be deemed to have accrued on the commencement of such Action and shall be paid whether or not such Action is prosecuted to a Decision. Any Decision entered in such Action shall contain a specific provision providing for the recovery of attorneys’ fees and costs incurred in enforcing such Decision. A court or arbitrator shall fix the amount of reasonable attorneys’ fees and costs upon the request of either party. Any judgment or order entered in any final judgment shall contain a specific provision providing for the recovery of all costs and expenses of suit, including reasonable attorneys’ fees and expert fees and costs incurred in enforcing, perfecting and executing such judgment. For the purposes of this paragraph, costs shall include, without limitation, in addition to Costs incurred in prosecution or defense of the underlying action, reasonable attorneys’ fees, including (but not limited to) reasonable attorneys' costs, expenses and expert fees and costs incurred in the enforcement offollowing: (a) post judgment motions and collection actions; (b) contempt proceedings; (c) garnishment, execution upon or defense levy, debtor and third party examinations; (d) discovery; (e) bankruptcy litigation; and (f) appeals of any order, decree, award order or judgment. All attorneys' “Prevailing Party” within the meaning of this Section includes, without limitation, a party who agrees to dismiss an Action in consideration for the other party’s payment of the amounts allegedly due or performance of the covenants allegedly breached, or obtains substantially the relief sought by such party. However, notwithstanding the foregoing, the right to recover attorneys fees and costs to which GBC may be entitled pursuant to this Paragraph shall immediately become waived by either party as part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligationsan agreed upon settlement.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC reim­burse PFG for all reasonable attorneys' fees and all filingfil­ing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC PFG incurs in order to do the following: prepare prepare, negotiate and negotiate this Agreement administer the Loan Documents and the all present and future documents relating to this Agreementthe Loan Documents; obtain legal advice in connection with this Agreement or Borrower; enforceen­force, or seek to enforce, any of its rights; prosecute actions ac­tions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceedingproceed­ing; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examineexam­ine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security PFG’s secu­rity interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borrower. If either GBC PFG or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable reason­able costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement en­forcement of, execution upon or defense of any order, decreede­cree, award or judgment. All attorneys' fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' ’ and consultant’s fees (including without limitation those of Lender’s outside counsel and in-house counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral Borrower’s assets or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentjudgment from the non-prevailing party. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. Pacific Mercantile Bank Loan and Security Agreement

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' fees (including without limitation those of Lender's outside counsel and in-house counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decreede- cree, award or judgmentjudgment from the non-prevailing party. All attorneysXxx xxxorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. 9.13

Attorneys’ Fees and Costs. Borrower Seller shall reimburse GBC for forthwith pay to Buyer the amount of all reasonable actual attorneys' fees and all filing, recording, searchpublication, title insurance, appraisal, audit, search and other reasonable costs incurred by GBCBuyer under and pursuant to this Agreement, pursuant toor any other present or future agreement, or in connection withwith any transaction contemplated hereby or thereby, or relating with respect to this Agreement the Collateral or the defense or enforcement of Buyer's interests (whether or not Buyer files a lawsuit is filedagainst Seller), including, but not limited towithout limitation, any reasonable charges of auditors, set-up charges, bank charges, and all office and other expenses and costs. Without limiting the generality of the foregoing, Seller shall, with respect to each and all of the foregoing, pay all actual attorneys' fees and costs GBC Buyer incurs in order to do the followingto: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; advice, enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, respond to, or defend any action or proceeding; initiate any complaint to be relieved of the effect of the automatic stay in bankruptcybankruptcy in order to commence or continue any foreclosure or other disposition of the Collateral or to commence or continue any action or other proceeding against Seller for relating to the Collateral; file or prosecute a claim or right in any action or proceeding, including, but not limited to, any probate claim, bankruptcy claim, third-party claim, secured creditor claim or other claim; reclamation complaint, examine, audit, count, test, copy, and or otherwise inspect any of the Collateral or any of BorrowerSeller's books and records; or protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's any security interest in, in or lien on the Collateral; and otherwise Collateral or represent GBC Buyer in any litigation relating with respect to BorrowerSeller's affairs. If either GBC or Borrower files In the event Buyer brings any lawsuit against the other Seller predicated on a breach of this Agreement, the prevailing party or in such action any manner relates to this Agreement, Buyer shall be entitled to recover its reasonable costs and attorneys' fees, including (including, but not limited to) reasonable , attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Buyer may be entitled pursuant to this Paragraph Section shall immediately become part of BorrowerSeller's Obligations, Obligations and shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; to initiate any complaint to be relieved of the automatic stay in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. NATIONSCREDIT COMMERCIAL FUNDING LOAN AND SECURITY AGREEMENT --------------------------------------------------------------------------------

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Agent and Lenders for all reasonable attorneys' ’ and consultant’s fees (including without limitation those of their outside counsel and in-house counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCAgent and Lenders, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Agent and any Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Agent’s or any Lender’s security interest in, the Collateral; and otherwise represent GBC Agent or any Lender in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Agent or any Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC reim­burse Lender for all reasonable attorneys' fees and all filingfil­ing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforceen­force, or seek to enforce, any of its rights; prosecute actions ac­tions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceedingproceed­ing; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examineexam­ine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security Lender’s secu­rity interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable reason­able costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement en­forcement of, execution upon or defense of any order, decreede­cree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Borrowers shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrowers or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; initiate to enforce and protect, or to seek to enforce and protect, any complaint to be relieved of its rights and interests in any bankruptcy case of any Borrower, including by initiating and prosecuting any motion for relief from the automatic stay and by initiating, prosecuting or defending any other contested matter or adversary proceeding in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of any Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to BorrowerBorrowers or any Obligor. If either GBC Lender or any Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. Greystone Business Credit II LLC Loan and Security Agreement

Attorneys’ Fees and Costs. The Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and fees of other professionals, and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerAgreement; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtorsaccount debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of the Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; Collateral and otherwise represent GBC Silicon in any litigation relating to the Borrower. If either GBC Silicon or the Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneysprofessionals' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of the Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Debtor shall reimburse GBC for forthwith pay to Coast the amount of all reasonable attorneys' fees and all filing, recording, searchpublication, title insurance, appraisal, audit, search and other reasonable costs incurred by GBCCoast pursuant to this Agreement, pursuant to, or any other present or future agreement or in connection withwith any transaction contemplated hereby, or relating with respect to this Agreement the Collateral or the defense or enforcement of its interests (whether or not Coast files a lawsuit is filedagainst Debtor). Without limiting the generality of the foregoing, includingDebtor shall, but not limited towith respect to each and all of the foregoing, any reasonable pay all attorneys' fees and costs GBC Coast incurs in order to do the followingto: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borroweradvice; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtorsdebtors; commence, intervene in, respond to, or defend any action or proceeding; initiate any complaint to be relieved of the effect of the automatic stay in bankruptcybankruptcy in order to commence or continue any foreclosure or other disposition of the Collateral or to commence, defend or continue any action or other proceeding in or out of bankruptcy against Debtor or relating to the Collateral; file or prosecute a claim or right in any action or proceeding, including, but not limited to, any probate claim, bankruptcy claim, third-party claim, secured creditor claim or other claimreclamation complaint; examine, audit, count, test, copy, and or otherwise inspect any of the Collateral or any of BorrowerDebtor's books and records; or protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's any security interest inin or lien on, the Collateral; and otherwise Collateral or represent GBC Coast in any litigation relating with respect to BorrowerDebtor's affairs. If either GBC Coast or Borrower Debtor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (including, but not limited to) reasonable , attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Coast may be entitled pursuant to this Paragraph shall immediately become part of BorrowerDebtor's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Borrowers shall reimburse GBC PFG for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerBorrowers; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any Partners for Growth Loan and Security Agreement action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of a Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's PFG’s security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to BorrowerBorrowers. If either GBC PFG or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' fees and all filing, recording, . search, title insurance, appraisal, . audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; : enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; , enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, ; intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; to initiate any complaint to be relieved of the automatic stay in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; , and to otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Guarantor shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents which are not paid by Borrowers; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerGuarantor or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; to initiate any complaint to be relieved of the automatic stay in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of BorrowerGuarantor's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to BorrowerGuarantor. If either GBC Lender or Borrower Guarantor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of set forth in the ObligationsLoan Agreements.

Attorneys’ Fees and Costs. The Borrower shall reimburse GBC the Bank for all reasonable attorneys' attorney's fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCthe Bank, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, to any reasonable attorneys' attorney's fees and costs GBC the Bank incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with the amendment or waiver of or the enforcement of any rights or remedies under this Agreement or Borrowerand the documents relating hereto; enforce, enforce or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtorsaccount debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of the Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCthe Bank's security interest in, in the Collateral; and otherwise represent GBC the Bank in any litigation relating to the Borrower. If either GBC the Bank or the Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' attorney's fees, including (but not limited to) reasonable attorneys' attorney's fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentjudgement. All attorneys' attorney's fees and costs to which GBC the Bank may be entitled pursuant to this Paragraph shall immediately become part of the Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable and documented attorneys' ’ and consultant’s fees incurred after the date hereof (including without limitation those of Lender’s outside counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement after the date hereof (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Lender incurs after the date hereof in order to do the following: prepare and negotiate this Agreement and the future documents relating to this Agreement; obtain legal advice after the date hereof in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. For the avoidance of doubt, such attorneys’ fees and costs shall not include fees and expenses incurred in connection with the Purchase Agreement or the transactions contemplated thereby (other than fees and expenses incurred in connection with the Purchaser Square 1 Credit Agreement (as defined in the Purchase Agreement) which shall be reimbursed pursuant to and in accordance with this Section 9.12). If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and documented attorneys' ’ fees, including (but not limited to) reasonable and documented attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentjudgment from the non-prevailing party. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. AMENDED AND RESTATED SILICON VALLEY BANK LOAN AND SECURITY AGREEMENT

Attorneys’ Fees and Costs. Borrower Each Loan Party shall reimburse GBC Lender for all reasonable and documented out-of-pocket attorneys' and consultant’s fees (whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable and documented out-of-pocket costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrowera Loan Party; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's a Loan Party’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentLoan Party. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBC, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security interest in, the Collateral; and otherwise represent GBC in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' feestees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC may be entitled pursuant to this Paragraph shall immediately become part of ~t' Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and consultant’s fees (including without limitation those of Lender’s outside counsel and in-house counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentjudgment from the non-prevailing party. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Each Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, environmental survey and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or Borrowerany Borrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; initiate to enforce and protect, or to seek to enforce and protect, any complaint to be relieved of its rights and interests in any bankruptcy case of any Borrower, including, without limitation, by initiating and prosecuting any motion for relief from the automatic stay and by initiating, prosecuting or defending any other contested matter or adversary proceeding in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of any Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to any Borrower. If either GBC Lender or any Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall -27- Banc of America Commercial Finance Corporation Loan and Security Agreement -------------------------------------------------------------------------------- immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest from the date of such demand at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC PFG for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceedingproceed­ing; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, of or otherwise enforce GBCPFG's security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borrower. If either GBC PFG or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Debtor shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other -7- Silicon Valley Bank Security Agreement -------------------------------------------------------------------------------- reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerDebtor; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of BorrowerDebtor's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to BorrowerDebtor. If either GBC Silicon or Borrower Debtor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of BorrowerDebtor's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC GC for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, audit and other reasonable costs incurred by GBCGC, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC GC incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek seek. to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, claim third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCGC's security interest in, the Collateral; and otherwise represent GBC GC in any litigation relating to Borrower. If either GBC GC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC GC may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBC, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; , commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security interest in, the Collateral; and otherwise represent GBC in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account DebtorsDebtors pursuant to and as permitted by the terms hereof; to commence, intervene in, or defend any action or proceeding; initiate to enforce and protect, or to seek to enforce and protect, any complaint to be relieved of its rights and interests in any bankruptcy case of Borrower, including, without limitation, by initiating and prosecuting any motion for relief from the automatic stay and by initiating, prosecuting or defending any other contested matter or adversary proceeding in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claimclaim against Borrower or any Obligor; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; , enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Lallxx, xxt Borrower acknowledges and agrees that Levy, Small & Lallxx xx representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Seller shall reimburse GBC for forthwith pay to Buyer the amount of all reasonable actual attorneys' ’ fees and all filing, recording, searchpublication, title insurance, appraisal, audit, search and other reasonable costs incurred by GBCBuyer under and pursuant to this Agreement, pursuant toor any other present or future agreement, or in connection withwith any transaction contemplated hereby or thereby, or relating with respect to this Agreement the Collateral or the defense or enforcement of Buyer’s interests (whether or not Buyer files a lawsuit is filedagainst Seller), including, but not limited towithout limitation, any reasonable charges of auditors, set-up charges, bank charges, and all office and other expenses and costs. Without limiting the generality of the foregoing, Seller shall, with respect to each and all of the foregoing, pay all actual attorneys' ’ fees and costs GBC Buyer incurs in order to do the followingto: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; advice, enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, respond to, or defend any action or proceeding; initiate any complaint to be relieved of the effect of the automatic stay in bankruptcybankruptcy in order to commence or continue any foreclosure or other disposition of the Collateral or to commence or continue any action or other proceeding against Seller for relating to the Collateral; file or prosecute a claim or right in any action or proceeding, including, but not limited to, any probate claim, bankruptcy claim, third-party claim, secured creditor claim or other claim; reclamation complaint, examine, audit, count, test, copy, and or otherwise inspect any of the Collateral or any of Borrower's Seller’s books and records; or protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's any security interest in, in or lien on the Collateral; and otherwise Collateral or represent GBC Buyer in any litigation relating with respect to BorrowerSeller’s affairs. If either GBC or Borrower files In the event Buyer brings any lawsuit against the other Seller predicated on a breach of this Agreement, the prevailing party or in such action any manner relates to this Agreement, Buyer shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (including, but not limited to) reasonable , attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Buyer may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's Obligations, Seller’s Obligations and shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Seller shall reimburse GBC for forthwith pay to Buyer the amount of all reasonable actual attorneys' ’ fees and all filing, recording, searchpublication, title insurance, appraisal, audit, search and other reasonable costs incurred by GBCBuyer under and pursuant to this Agreement, pursuant toor any other present or future agreement, or in connection withwith any transaction contemplated hereby or thereby, or relating with respect to this Agreement the Collateral or the defense or enforcement of Buyer’s interests (whether or not Buyer files a lawsuit is filedagainst Seller), including, but not limited towithout limitation, any reasonable charges of auditors, set-up charges, bank charges, and all office and other expenses and costs. Without limiting the generality of the foregoing, Seller shall, with respect to each and all of the foregoing, pay all actual attorneys' ’ fees and costs GBC Buyer incurs in order to do the followingto: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; advice, enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, respond to, or defend any action or proceeding; initiate any complaint to be relieved of the effect of the automatic stay in bankruptcybankruptcy in order to commence or continue any foreclosure or other disposition of the Collateral or to commence or continue any action or other proceeding against Seller for relating to the Collateral; file or prosecute a claim or right in any action or proceeding, including, but not limited to, any probate claim, bankruptcy claim, third-party claim, secured creditor claim or other claim; reclamation complaint, examine, audit, count, test, copy, and or otherwise inspect any of the Collateral or any of Borrower's Seller’s books and records; or protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's any security interest in, in or lien on the Collateral; and otherwise Collateral or represent GBC Buyer in any litigation relating with respect to BorrowerSeller’s affairs. If either GBC or Borrower files In the event Buyer brings any lawsuit against the other Seller predicated on a breach of this Agreement, the prevailing party or in such action any manner relates to this Agreement, Buyer shall be entitled to recover its reasonable ice costs and attorneys' ’ fees, including (including, but not limited to) reasonable , attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Buyer may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's Obligations, Seller’s Obligations and shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; initiate to enforce and protect, or to seek to enforce and protect, any complaint of its rights and interests in any bankruptcy case, insolvency matter or any other similar proceedings relating to be relieved the relief of debtors involving the Borrower, including, without limitation, by initiating and prosecuting any motion for relief from the automatic stay and by initiating, prosecuting or defending any other contested matter or adversary proceeding in bankruptcybankruptcy or insolvency matters; to file or prosecute any probate claim, bankruptcy or insolvency claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to BorrowerBorrower or any Obligor. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. Greystone Business Credit II LLC Loan and Security Agreement

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Silicon’s security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower’s obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon’s attorneys, Levy, Small & Lxxxxx, but Borrower acknowledges and agrees that Levy, Small & Lxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Greyrock for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCGreyrock, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Greyrock incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or Greyrock Capital Loan and Security Agreement -------------------------------------------------------------------------------- prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCGreyrock's security interest in, the Collateral; and otherwise represent GBC Greyrock in any litigation relating to Borrower. If either GBC Greyrock or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Greyrock may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; to initiate any complaint to be relieved of the automatic stay in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.execution

Attorneys’ Fees and Costs. Borrower shall reimburse GBC xxxx-xxxxx Agent and Lenders for all reasonable attorneys' ’ and consultant’s fees (including without limitation those of their outside counsel and in-house counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filingfil-ing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCAgent and Lenders, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Agent and any Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforceen-force, or seek to enforce, any of its rights; prosecute actions ac-tions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceedingproceed-ing; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examineexam-ine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security Agent’s or any Lender’s secu-rity interest in, the Collateral; and otherwise represent GBC Agent or any Lender in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Agent or any Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Agent and the Lenders for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Agent and the Lenders) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCAgent and the Lenders, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC incurs in order Agent and Lenders incur to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; for Agent to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax Lien and other searches conducted by Agent); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; initiate to enforce and protect, or to seek to enforce and protect, any complaint to be relieved of its rights and interests in any bankruptcy case of any Credit Party or any other Obligor, including by initiating and prosecuting any motion for relief from the automatic stay and by initiating, prosecuting or defending any other contested matter or adversary proceeding in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrowerany Credit Party's or any other Obligor's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCAgent's security interest in, Liens in the Collateral; and to otherwise represent GBC Agent or any Lender in any litigation relating to BorrowerBorrower or any Obligor. If either GBC Agent, the Lenders or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Agent or the Lenders may be entitled pursuant to this Paragraph Section 12.8 shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; initiate to enforce and protect, or to seek to enforce and protect, any complaint to be relieved of its rights and interests in any bankruptcy case of Borrower, including by initiating and prosecuting any motion for relief from the automatic stay and by initiating, prosecuting or defending any other contested matter or adversary proceeding in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to BorrowerBorrower or any Obligor. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Borrowers shall be jointly and severally liable to reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including the allocated cost of in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or Borrowerany Borrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; to initiate any complaint to be relieved of the automatic stay in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of any Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to any Borrower. If either GBC Lender or any Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC PFG for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rightsrights under the Loan Documents; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's PFG’s security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borrower. If either GBC PFG or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC PFG for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCPFG's security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borrower. If either GBC PFG or Borrower files any lawsuit PARTNERS FOR GROWTH LOAN AND SECURITY AGREEMENT against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Silicon’s security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower’s obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon’s attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to Borrower. In satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations. * * BORROWER AND SILICON HEREBY AGREE THAT THE $15,000 DEPOSIT PAID BY BORROWER TO SILICON (ON OR ABOUT MARCH 17, 2003) PURSUANT TO THAT CERTAIN PROPOSAL LETTER, DATED AS OF MARCH 17, 2002, BETWEEN SILICON AND BORROWER, SHALL BE APPLIED (IN ACCORDANCE WITH SUCH PROPOSAL LETTER) TO SILICON'S FEES, COSTS, AND EXPENSES INCURRED IN CONNECTION WITH OR RELATING TO SUCH PROPOSAL LETTER AND THIS AGREEMENT.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and consultant’s fees (including without limitation those of Lender’s outside counsel, and whether incurred before, during or after an Insolvency Proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and recordsrecords (subject to the limitations in Section 5.4); protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentjudgment from the non-prevailing party. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest thereafter at a rate equal to the highest interest rate then applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC PFG for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrowerany Obligor; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's any Obligor’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's PFG’s security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borroweran Obligor. If either GBC PFG or Borrower any Obligor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately become part of Borrower's ’s Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. Partners for Growth Loan and Security Agreement

Attorneys’ Fees and Costs. Borrower shall reimburse GBC for forthwith pay to Coast the amount of all reasonable attorneys' fees and all filing, recordingrecording publication, search, title insurance, appraisal, audit, search and other reasonable costs incurred by GBC, Coast pursuant to, or in connection with, or relating to this Loan Agreement, any Collateral Agreement or any other present or future agreement or connection with any transaction contemplated hereby, Coast with respect to the Collateral or the defense o enforcement of its interests (whether or not a Coast files lawsuit is filedagainst Borrower). Without limiting the generality of the foregoing, includingBorrower shall, but not limited towith respect to each and all of the foregoing, any reasonable pay all attorneys' fees and costs GBC Coast incurs in order to do the followingto: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borroweradvice; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtorsdebtors; commence, intervene in, respond to, or defend any action or proceeding; initiate any complaint to be relieved of the effect of the automatic stay in bankruptcybankruptcy in order to commence or continue a foreclosure or other disposition of the Collateral or to commence, defend or continue any action or other proceeding in or out of bankruptcy against Borrower or relating to the Collateral; file or prosecute a claim or right in any action or proceeding, including, but not limited to, any probate claim, bankruptcy claim, third-party claim, secured creditor claim or other claimreclamation complaint; examine, audit, count, test, copy, and or otherwise inspect any of the Collateral or any of Borrower's books and records; or protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's any security interest inin or lien on, the Collateral; and otherwise Collateral or represent GBC Coast in any litigation relating with respect to Borrower's affairs. If either GBC Coast or Borrower files any lawsuit against the other predicated on a breach of this Loan Agreement or any Collateral Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (including, but not limited to) reasonable , attorneys' fees and costs incurred in the enforcement of, of execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Coast may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC for forthwith pay to Coast the amount of all reasonable attorneys' fees and all filing, recording, searchpublication, title insurance, appraisal, audit, search and other reasonable costs incurred by GBCCoast pursuant to this Loan Agreement, pursuant to, any Collateral Agreement or any other present or future agreement or in connection withwith any transaction contemplated hereby, or relating with respect to this Agreement the Collateral or the defense or enforcement of its interests (whether or not Coast files a lawsuit is filedagainst Borrower)**. Without limiting the generality of the foregoing, includingBorrower shall, but not limited towith respect to each and all of the foregoing, any reasonable pay all attorneys' fees and costs GBC Coast incurs in order to do the followingto: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borroweradvice; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtorsdebtors; commence, intervene in, respond to, or defend any action or proceeding; initiate any complaint to be relieved of the effect of the automatic stay in bankruptcybankruptcy in order to commence or continue any foreclosure or other disposition of the Collateral or to commence, defend or continue any action or other proceeding in or out of bankruptcy against Borrower or relating to the Collateral; file or prosecute a claim or right in any action or proceeding, including, but not limited to, any probate claim, bankruptcy claim, third-third party claim, secured creditor claim or other claimreclamation complaint; examine, audit, count, test, copy, and or otherwise inspect any of the Collateral or any of Borrower's books and records; or protect, obtain possession of, of lease, dispose of, or otherwise enforce GBC's any security interest inin or lien on, the Collateral; and otherwise Collateral or represent GBC Coast in any litigation relating with respect to Borrower's affairs. If either GBC Coast or Borrower files any lawsuit against the other predicated on a breach of this Loan Agreement or any Collateral Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (including, but not limited to) reasonable , attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Coast may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' and paralegals' fees (including in-house attorneys and paralegals employed by Lender) and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed)Agreement, including, but not limited to, any including all reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the documents relating other Loan Documents; to this Agreement; obtain legal advice in connection with this Agreement and the other Loan Documents or BorrowerBorrower or any Obligor; to administer this Agreement and the other Loan Documents (including the cost of periodic financing statement, tax lien and other searches conducted by Lender); to enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; to commence, intervene in, or defend any action or proceeding; initiate to enforce and protect, or to seek to enforce and protect, any complaint to be relieved of its rights and interests in any bankruptcy case of Borrower, including, without limitation, by initiating and prosecuting any motion for relief from the automatic stay and by initiating, prosecuting or defending any other contested matter or adversary proceeding in bankruptcy; to file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; to examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; to protect, obtain possession of, lease, dispose of, or otherwise enforce GBCLender's security interest interests in, the Collateral; and to otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph Section shall immediately become part of Borrower's the Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations. Lender shall provide Borrower with a detailed invoice or cost summary of all costs and fees payable by Borrower under this Section 9.7.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC Lender for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforceen‐force, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to Borrower. If either GBC Lender or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable reason‐able costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Subject to the limitations on expense reimbursements set forth in Section 5.4 in respect of inspections and audits and in Section 9.17 in respect of loan monitoring, Borrower shall reimburse GBC PFG for all reasonable attorneys' ’ fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCPFG, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC PFG incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's ’s books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's PFG’s security interest in, the Collateral; and otherwise represent GBC PFG in any litigation relating to Borrower. If either GBC PFG or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' ’ fees and costs to which GBC PFG may be entitled pursuant to this Paragraph shall immediately be due upon written invoice or demand (together with customary backup documentation) and thereupon become part of Borrower's Obligations’s Obligations and, if not paid within five (5) Business Days, shall be due on demand, and shall (without prejudice to PFG’s rights arising under Section 7.1 (b)) bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower Subject to applicable laws and governmental regulations, Guarantor shall reimburse GBC Lender for all reasonable attorneys' ’ and consultant’s fees (including without limitation those of Lender’s outside counsel, and whether incurred before, during or after an bankruptcy or insolvency proceeding), and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCLender, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' ’ fees and costs GBC Lender incurs in order to do the following: prepare and negotiate this Agreement and the all present and future documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerGuarantor; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the any automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's Guarantor’s books and recordsrecords (subject to the limitations in Section 5.4); protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's Lender’s security interest in, the Collateral; and otherwise represent GBC Lender in any litigation relating to BorrowerGuarantor. If either GBC Lender or Borrower Guarantor files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' ’ fees, including (but not limited to) reasonable attorneys' ’ fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgmentjudgment from the non-prevailing party. All attorneys' ’ fees and costs to which GBC Lender may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Guarantor’s Obligations, shall be due on demand, and shall bear interest thereafter at a rate equal to the highest interest rate then applicable to any of the Obligations.

Attorneys’ Fees and Costs. The Borrower shall reimburse GBC Silicon for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBCSilicon, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), ) including, but not limited to, any reasonable attorneys' fees and costs GBC Silicon incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or BorrowerAgreement; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtorsaccount debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of the Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBCSilicon's security interest in, the Collateral; and otherwise represent GBC Silicon in any litigation relating to the Borrower. In Satisfying Borrower's obligation hereunder to reimburse Silicon for attorneys fees, Borrower may, for convenience, issue checks directly to Silicon's attorneys, Levy, Small & Xxxxxx, but Borrower acknowledges and agrees that Levy, Small & Xxxxxx is representing only Silicon and not Borrower in connection with this Agreement. If either GBC Silicon or the Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited to) reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC Silicon may be entitled pursuant to this Paragraph shall immediately become part of the Borrower's Obligations, shall be due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.

Attorneys’ Fees and Costs. Borrower shall reimburse GBC for all reasonable attorneys' fees and all filing, recording, search, title insurance, appraisal, audit, and other reasonable costs incurred by GBC, pursuant to, or in connection with, or relating to this Agreement (whether or not a lawsuit is filed), including, but not limited to, any reasonable attorneys' fees and costs GBC incurs in order to do the following: prepare and negotiate this Agreement and the documents relating to this Agreement; obtain legal advice in connection with this Agreement or Borrower; enforce, or seek to enforce, any of its rights; prosecute actions against, or defend actions by, Account Debtors; commence, intervene in, or defend any action or proceeding; initiate any complaint to be relieved of the automatic stay in bankruptcy; file or prosecute any probate claim, bankruptcy claim, third-party claim, or other claim; examine, audit, copy, and inspect any of the Collateral or any of Borrower's books and records; protect, obtain possession of, lease, dispose of, or otherwise enforce GBC's security interest in, the Collateral; and otherwise represent GBC in any litigation relating to Borrower. If either GBC or Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and attorneys' fees, including (but not limited tot") reasonable attorneys' fees and costs incurred in the enforcement of, execution upon or defense of any order, decree, award or judgment. All attorneys' fees and costs to which GBC may be entitled pursuant to this Paragraph shall immediately become part of Borrower's Obligations, shall be be* due on demand, and shall bear interest at a rate equal to the highest interest rate applicable to any of the Obligations.. * ADDED TO BORROWER'S RECEIVABLES LOAN ACCOUNT