Common use of Certain After-Acquired Collateral Clause in Contracts

Certain After-Acquired Collateral. The Borrowers shall promptly notify the Agents in writing if, after the Closing Date, any Loan Party obtains any interest in any Collateral consisting of Deposit Accounts, Chattel Paper, Documents, Instruments, material Intellectual Property, Investment Property or Letter-of-Credit Rights and, upon any Agent’s request, shall promptly execute such documents and take such actions as such Agent deems appropriate to effect such Agent’s duly perfected, first priority Lien upon such Collateral, including obtaining any appropriate possession, control agreement, Lien Waiver or Lien Priority Agreement. If any Collateral is in the possession of a third party, at any Agent’s request, the applicable Loan Party shall obtain an acknowledgment that such third party holds the Collateral for the benefit of such Agent.

Certain After-Acquired Collateral. The Borrowers shall promptly notify the Agents Agent in writing if, after the Closing Date, any Loan Party Borrower obtains any interest in any Collateral consisting of Deposit Accounts, Chattel Paper, Documents, Instruments, material Intellectual Property, Investment Property Property, or Letter-of-Credit Rights and, upon any the Agent’s request, shall promptly execute such documents and take such actions as such the Agent deems appropriate to effect such the Agent’s duly perfected, first priority Lien upon such Collateral, including obtaining any appropriate possession, control agreement, Lien Waiver or Lien Priority AgreementWaiver. If any Collateral is in the possession of a third party, at any the Agent’s request, the applicable Loan Party Borrowers shall obtain an acknowledgment that such third party holds the Collateral for the benefit of such the Agent.

Certain After-Acquired Collateral. The Borrowers shall promptly notify the Agents Agent in writing if, after the Closing Date, any Loan Party Borrower obtains any interest in any Collateral consisting of Deposit Accounts, Chattel Paper, Documents, Instruments, material Intellectual Property, Investment Property or Letter-of-Credit Rights Rights, in each instance, having a value in excess of $1,000,000, and, upon any Agent’s 's request, shall promptly execute such documents and take such actions as such Agent deems appropriate to effect such Agent’s 's duly perfected, first priority Lien upon such Collateral, including obtaining any appropriate possession, control agreement, Lien Waiver agreement or Lien Priority AgreementWaiver. If any Collateral is in the possession of a third party, at any Agent’s 's request, the applicable Loan Party Borrowers shall exercise commercially reasonable efforts to obtain an acknowledgment that such third party holds the Collateral for the benefit of such Agent.

Certain After-Acquired Collateral. The Borrowers shall promptly notify the Agents Agent in writing if, after the Closing Date, any Loan Party Borrower obtains any interest in any material Collateral consisting of Deposit Accounts, Chattel Paper, Documents, Instruments, material Intellectual Property, Investment Property or Letter-of-Credit Rights and, upon any Agent’s request, shall promptly execute such documents and take such actions as such Agent deems appropriate necessary to effect such Agent’s duly perfected, first priority Lien upon such Collateral, including obtaining any and use its reasonable best efforts to obtain appropriate possession, control agreement, Lien Waiver agreements or Lien Priority AgreementWaivers. If any such after-acquired Collateral is in the possession of a third party, at any Agent’s request, the applicable Loan Party Borrowers shall obtain an acknowledgment that such third party holds the Collateral for the benefit of such Agent.

Certain After-Acquired Collateral. The Borrowers shall promptly notify the Agents Agent in writing if, after the Closing Date, any Loan Party Borrower obtains any interest in any Collateral consisting of Deposit Accounts, Chattel Paper, Documents, Instruments, material Intellectual Property, Investment Property Property, or Letter-of-Credit Rights and, upon any the Agent’s 's request, shall promptly execute such documents and take such actions as such the Agent deems appropriate to effect such the Agent’s 's duly perfected, first priority Lien upon such Collateral, including obtaining any appropriate possession, control agreement, Lien Waiver or Lien Priority AgreementWaiver. If any Collateral is in the possession of a third party, at any the Agent’s 's request, the applicable Loan Party Borrowers shall obtain an acknowledgment that such third party holds the Collateral for the benefit of such the Agent.

Certain After-Acquired Collateral. The Borrowers shall promptly notify the Agents Agent in writing if, after the Closing Date, any Loan Party Borrower obtains any interest in any Collateral consisting of Deposit Accounts, Chattel Paper, Documents, Instruments, material Intellectual Property, Investment Property Property, or Letter-of-Credit Rights and, upon any the Agent’s request, shall promptly execute such documents and take such actions as such the Agent deems appropriate to effect such the Agent’s duly perfected, first priority Lien upon such Collateral, including obtaining any appropriate possession, control agreement, Lien Waiver or Lien Priority AgreementWaiver. If any Collateral is in the possession 57 of a third party, at any the Agent’s request, the applicable Loan Party Borrowers shall obtain an acknowledgment that such third party holds the Collateral for the benefit of such the Agent.