Common use of Covenants Relating to Collateral Clause in Contracts

Covenants Relating to Collateral. Grantor hereby agrees (a) to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Collateral, the Lien granted to Secured Party therein and the priority of such Lien, except for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation of any provision of any documents, instruments or agreements executed in connection with the Obligations, or (ii) in violation of any applicable law, rule or regulation; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (d) without written notice to Secured Party, not to change Grantor's name or place of business (or, if Grantor has more than one place of business, its chief executive office), or the office in which Grantor's records relating to Receivables are kept, (e) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Secured Party to perfect, maintain and protect its Lien hereunder and the priority thereof and to deliver promptly to Secured Party all originals of Collateral consisting of instruments; (f) to appear in and defend any action or proceeding which may affect its title to or Secured Party's interest in the Collateral; (h) to keep separate, accurate and complete records of the Collateral; (i) to collect, enforce and receive delivery of the Receivables in accordance with past practice; and (j) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products (including the Fair Labor Standards Act).

Covenants Relating to Collateral. Grantor Debtor hereby agrees (a) to perform, or cause to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Collateral, the Lien lien granted to the Secured Party Parties therein and the first priority of such Lien, except for Permitted Lienslien; (b) not to use or permit any Collateral change Company’s address without 30 days’ prior written notice to be used (i) in violation of any provision of any documents, instruments or agreements executed in connection with the Obligations, or (ii) in violation of any applicable law, rule or regulationSecured Parties; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (d) without written notice to Secured Party, not to change Grantor's name or place of business (or, if Grantor has more than one place of business, its chief executive office), or the office in which Grantor's records relating to Receivables are kept, (e) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by the Secured Party Parties to perfect, maintain and protect its Lien lien hereunder and the priority thereof and thereof, or cause such acts to deliver promptly to Secured Party all originals of Collateral consisting of instrumentsbe performed; (fd) to appear in and defend any action or proceeding which may affect its Company’s title to or Secured Party's ’s interest in the Collateral; (h) to keep separate, accurate and complete records of the Collateral; (i) to collect, enforce and receive delivery of the Receivables in accordance with past practice; and (je) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products Collateral; and (f) to at all times keep at least one complete set of Company’s records concerning the Collateral and shall make such records available for inspection by the Secured Parties at such reasonable times as the Secured Parties may request. Secured Parties hereby agree, upon payment in full of amounts due under that certain Secured Promissory Note dated the date hereof made out by Debtor in favor of the Secured Parties (including the Fair Labor Standards Act)payment of any amounts held in escrow pursuant to the terms of a Holdback and Escrow Agreement by and among the Debtor, the Secured Parties and the Escrow Agent thereunder) to procure, execute and deliver any and all filings, forms and other writings reasonably deemed necessary or appropriate by the Debtor to terminate the lien hereunder, or to cause such acts to be performed.

Covenants Relating to Collateral. While any Obligations are outstanding, Grantor hereby agrees (a) to perform all reasonable acts that may be reasonably necessary to maintain, preserve, protect and perfect the Collateral, the Lien granted to Secured Party therein and the first priority of such Lien, except for subject to Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation of any provision of any documents, instruments or agreements executed in connection with the Obligations, or except where such violation could not reasonably be expected to have a material adverse effect, (ii) in violation of any applicable law, rule or regulation, except where such violation could not reasonably be expected to have a material adverse effect, or (iii) in violation of any policy of insurance covering the Collateral, except where such violation could not reasonably be expected to have a material adverse effect; (c) to pay promptly when due all taxes, other than those taxes contested in good faith by Borrower as long as adequate reserves are maintained with respect to such Liens in accordance with GAAP, and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (d) without 15 days' prior written notice to Secured Party, (i) not to change Grantor's name or place of business (or, if Grantor has more than one place of business, its chief executive office), or the (ii) not to keep Collateral consisting of chattel paper at any location other than its chief executive office set forth in which Grantor's records relating to Receivables are keptSchedule A hereto, (e) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Secured Party to perfect, maintain and protect its Lien hereunder and the priority thereof thereof, subject to Permitted Liens, and to deliver promptly to Secured Party all originals of Collateral consisting of instruments; (f) to appear in and defend any action or proceeding which may affect its title to or Secured Party's interest in the Collateral; (hg) to keep separate, accurate and complete records of the CollateralCollateral and to provide Secured Party with such records and such other reports and information relating to the Collateral as Secured Party may reasonably request from time to time; (h) to type, print or stamp conspicuously on the face of all original copies of all Collateral consisting of chattel paper a legend satisfactory to Secured Party indicating that such chattel paper is subject to the security interest granted hereby; (i) to collect, enforce and receive delivery of the Receivables each Accounts Receivable in accordance with past practice; and (j) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products Collateral (including the Fair Labor Standards Act); (k) not to, outside the ordinary course of business, grant any extension of the time of payment of any of the Accounts Receivable, compromise, compound or settle the same for less then the full amount thereof, release, wholly or partly, any person liable for payment thereof or allow any credit or discount whatsoever thereon; (l) carry and maintain in full force and effect, at its own expense and with financially sound and reputable insurance companies, insurance with respect to the Collateral in such amounts, with such deductibles and covering such risks as is customarily covered by companies engaged in the same or similar businesses of a similar size and owning similar properties in the localities in which Grantor operates and to cause Secured Party to be named as a loss payee and additional insured on such policies of insurance and to cause such policies of insurance to provide that they shall not be terminated or cancelled without at least 30 days prior written notice to the Secured Party; (m) at the request of the Secured Party, Grantor shall use best efforts to obtain from each person from whom Grantor leases any premises at which any Collateral is located such collateral access, subordination, waiver, consent and estoppel agreements as Secured Party may reasonably request, in form and substance reasonably satisfactory to the Secured Party; (n) to give Secured Party prompt notice of the acquisition of any instruments or securities; (o) to notify Secured Party if Grantor holds or acquires any commercial tort claims, chattel paper, electronic chattel paper or letter-of-credit rights; (p) to not establish any new deposit accounts or securities accounts unless Secured Party has a perfected security interest in such account pursuant to a control agreement in form and substance reasonably satisfactory to Secured Party and to not enter into any control agreement with respect to its deposit accounts or securities accounts, or any assets credited thereto, except in favor of the Secured Party. Grantor agrees that it will not invest in any financial assets except through a securities account in which Secured Party has a security interest perfected by control. Grantor hereby authorizes Secured Party to contact the securities intermediaries and depository institutions holding any deposit account or securities account of Grantor and to request and receive information from such securities intermediaries and depository institutions regarding the status and condition of such securities accounts and deposit accounts and the assets therein. Grantor agrees to indemnify each Secured Party in respect of any payments, claims, losses, costs, fees or expenses incurred in respect of any payments by such Secured Party pursuant to the indemnity provisions of any control agreement entered by Secured Party with respect to any deposit account or securities account of Grantor, except to the extent arising from the gross negligence or willful misconduct of such Secured Party.

Covenants Relating to Collateral. Grantor As security for the Obligations, the Company and LiveDeal hereby agrees agree (ai) to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Collateral, the first priority (subject only to Permitted Encumbrances) Lien granted to Secured Party therein and the perfection and priority of such first priority (subject only to Permitted Encumbrances) Lien, except for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation of any provision of any documents, instruments or agreements executed in connection with the Obligations, or (ii) in violation of any applicable law, rule or regulation; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (d) without written notice to Secured Party, not to change Grantor's name or place of business (or, if Grantor has more than one place of business, its chief executive office), or the office in which Grantor's records relating to Receivables are kept, (eiii) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Secured Party to perfect, maintain and protect its Secured Party's first priority (subject only to Permitted Encumbrances) Lien hereunder and the priority thereof and to deliver promptly to upon the request of the Secured Party all originals of Collateral consisting of instruments, investment property, or other Collateral for which possession of originals is necessary; (fiv) to appear in and defend any action or proceeding which may affect its the Company's title to or Secured Party's ’s interest in the Collateral; and (hv) except for in connection with sales of inventory in the ordinary course of business, not to surrender or lose possession of (other than to Secured Party or Cathay Bank), sell, encumber, lease or otherwise dispose of or transfer any Collateral or right or interest therein, and to keep separate, accurate and complete records the Collateral free of the Collateral; all Liens (i) to collect, enforce and receive delivery of the Receivables in accordance with past practice; and (j) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products (including the Fair Labor Standards Actother than Permitted Encumbrances).

Covenants Relating to Collateral. Grantor The Company hereby agrees (a) to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Collateral, the Lien granted to the Secured Party therein and the perfection and priority of such Lien, except for Permitted Liensincluding without limitation, executing, delivering to the Secured Party, and/or recording, as the Secured Party may request, title documents and/or lien certificates sufficient to create and perfect the Lien on the Collateral; (b) not to use or permit any Collateral to be used (i) in violation in any material respect of any provision of any documentsapplicable law, instruments rule or agreements executed in connection with the Obligationsregulation, or (ii) in violation of any applicable law, rule or regulationpolicy of insurance covering the Collateral; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (d) without written notice to Secured Party, not to change Grantor's name or place of business (or, if Grantor has more than one place of business, its chief executive office), or the office in which Grantor's records relating to Receivables are kept, (e) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by the Secured Party to perfect, maintain and protect its Lien hereunder and the priority thereof and to deliver promptly to Secured Party all originals of Collateral consisting of instrumentsthereof; (fe) to appear in and defend any action or proceeding which may affect its title to or the Secured Party's ’s interest in the Collateral; (hf) not to surrender or lose possession of (other than to the Secured Party), sell, encumber, lease, rent, or otherwise dispose of or transfer any Collateral or right or interest therein, and to keep separate, accurate and complete records the Collateral free of the Collateralall Liens; (i) to collect, enforce and receive delivery of the Receivables in accordance with past practice; and (jg) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products Collateral; and (including h) to permit the Fair Labor Standards Act)Secured Party and its representatives the right, at any time during normal business hours, upon reasonable prior notice, to visit and inspect the Collateral.

Covenants Relating to Collateral. Grantor Debtor hereby agrees (a) to perform all reasonable acts that may reasonably be necessary to maintain, preserve, protect and perfect the Collateral, the Lien granted to Secured Party Collateral Agent therein and the priority of such Lien, except subject to for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation of any provision of any documentsTransaction Document, instruments or agreements executed in connection with the Obligations, or (ii) in violation of any applicable law, rule or regulation, or (iii) in violation of any policy of insurance covering the Collateral; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedingsCollateral other than Permitted Liens; (d) without 30 days' written notice to Secured PartyCollateral Agent, (i) not to change GrantorDebtor's name or place of business (or, if Grantor Debtor has more than one place of business, its chief executive office), or the office in which GrantorDebtor's records relating to Receivables are kept, (ii) not to keep Collateral consisting of chattel paper at any location other than its chief executive office set forth in item 1 of Attachment 2 hereto, and (iii) not to keep Collateral consisting of Equipment or Inventory at any location other than the locations set forth in item 6 of Attachment 2 hereto, (e) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Secured Party Collateral Agent to perfect, maintain and protect its Lien hereunder and the priority thereof thereof, subject to Permitted Liens, and to deliver promptly to Secured Party Collateral Agent all originals of Collateral consisting of instruments; (f) to appear in and defend any action or proceeding which may affect its title to or Secured PartyCollateral Agent's interest in the Collateral; and (h) to keep separate, accurate and complete records of the Collateral; (ig) to collect, enforce and receive delivery of the Receivables in accordance with past practice; and (j) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products (including the Fair Labor Standards Act)practice until otherwise notified by Collateral Agent.

Covenants Relating to Collateral. Grantor Debtor hereby agrees (a) to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Collateral, the Lien granted to Secured Party therein and the perfection and priority of such Lien, except for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation in any material respect of any provision of any documentsapplicable law, instruments rule or agreements executed in connection with the Obligationsregulation, or (ii) in violation of any applicable law, rule or regulationpolicy of insurance covering the Collateral; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such ; provided that Debtor may contest taxes or charges are being disputed in good faith with and by appropriate proceedings; (d) without 30 days' written notice to Secured Party, (i) not to change GrantorDebtor's name or place of business (or, if Grantor Debtor has more than one place of business, its chief executive office), or the office in which GrantorDebtor's records relating to Receivables accounts receivable and payment intangibles are kept, (eii) not to change Debtor's state of incorporation, (iii) not to keep Collateral consisting of chattel paper at any location other than its chief executive office set forth in item 1 of Schedule B hereto, and (iv) not to keep Collateral consisting of equipment or inventory at any location other than the locations set forth in item 6 of Schedule B hereto, (f) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Secured Party to perfect, maintain and protect its Lien Xxxx hereunder and the priority thereof and and, subject to the provisions of the security agreement with any Senior Lender, to deliver promptly to Secured Party all originals of Collateral consisting of instruments; (fg) to appear in and defend any action or proceeding which may affect its title to or Secured Party's interest in the Collateral; (h) to keep separate, accurate and complete records of the CollateralCollateral and to provide Secured Party with such records and such other reports and information relating to the Collateral as Secured Party may reasonably request from time to time; (i) to collectnot sell, enforce and receive delivery encumber, lease, rent, or otherwise dispose of or transfer all or substantially all of the Receivables in accordance with past practiceCollateral and to keep the Collateral free of all Liens other than Permitted Liens; and (j) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products Collateral (including the Fair Labor Standards Act); (k) to permit Secured Party and its representatives the right, at any time during normal business hours, upon reasonable prior notice, to visit and inspect the properties of Debtor and its corporate, financial and operating records, and make abstracts therefrom, and to discuss Debtor's affairs, finances and accounts with its directors, officers and independent public accountants; and (l) not to maintain any deposit account at a bank with respect to which Secured Party has not entered into a control agreement sufficient to perfect its security interest in such deposit account; provided, however, that at any time when the Inventory Purchase Commitment is equal to or less than $4,500,000, Debtor may maintain deposit accounts at any bank so long as it has used its commercially reasonable efforts to obtain a control agreement from such bank sufficient to perfect Secured Party's security interest in any such deposit account. Secured Party agrees that it will not exercise its rights under any control agreement unless an Event of Default has occurred and is continuing.

Covenants Relating to Collateral. Grantor The Guarantor hereby agrees (a) to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Collateral, the Lien granted to Secured Party the Lender therein and the perfection and priority of such Lien, except for Permitted Liensincluding without limitation, executing, delivering to the Lender, and/or recording, as the Lender may request, title documents and/or lien certificates sufficient to create and perfect the Lien on the Collateral; (b) not to use or permit any Collateral to be used (i) in violation in any material respect of any provision of any documentsapplicable law, instruments rule or agreements executed in connection with the Obligationsregulation, or (ii) in violation of any applicable law, rule or regulationpolicy of insurance covering the Collateral; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (d) without 30 days’ written notice to Secured Partythe Lender, not to change Grantor's name or place the location of business (or, if Grantor has more than one place any of business, its chief executive office), or the office in which Grantor's records relating to Receivables are kept, Collateral; (e) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Secured Party the Lender to perfect, maintain and protect its Lien hereunder and the priority thereof and to deliver promptly to Secured Party all originals of Collateral consisting of instrumentsthereof; (f) to appear in and defend any action or proceeding which may affect its title to or Secured Party's the Lender’s interest in the Collateral; (hg) not to surrender or lose possession of (other than to the Lender), sell, encumber, lease, rent, or otherwise dispose of or transfer any Collateral or right or interest therein, and to keep separate, accurate and complete records the Collateral free of the Collateralall Liens; (i) to collect, enforce and receive delivery of the Receivables in accordance with past practice; and (jh) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products Collateral; and (including i) to permit the Fair Labor Standards Act)Lender and its representatives the right, at any time during normal business hours, upon reasonable prior notice, to visit and inspect the Collateral.

Covenants Relating to Collateral. Grantor Each Company hereby agrees (a) to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Collateral, the Lien granted to the Collateral Agent for the benefit of itself and the Secured Party Parties therein and the perfection and priority of such Lien, except for subject to Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation in any material respect of any provision of any documentsapplicable law, instruments rule or agreements executed in connection with the Obligationsregulation, or (ii) in violation of any applicable law, rule or regulationpolicy of insurance covering the Collateral; (c) to pay promptly when due all taxes and other governmental charges, all Liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (d) without 30 days’ prior written notice to Secured Partythe Collateral Agent, (i) not to change Grantor's such Company’s name or place of business (or, if Grantor such Company has more than one place of business, its chief executive office), or the office in which Grantorsuch Company's records relating to Receivables accounts receivable and payment intangibles are kept, (eii) not to change such Company’s state of formation or type of legal entity, and (iii) not to keep Collateral consisting of chattel paper at any location other than its executive office set forth in item 1 of Schedule B hereto, (f) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Secured Party the Collateral Agent to perfect, maintain and protect its Lien hereunder and the priority thereof and to deliver promptly to Secured Party the Collateral Agent all originals of Collateral consisting of instruments; (fg) to appear in and defend any action or proceeding which may affect its title to or the Collateral Agent’s or Secured Party's Parties’ interest in the Collateral; (h) if Secured Parties give value to enable such Company to acquire rights in or the use of any Collateral, to use such value for such purpose; (i) to keep separate, accurate and complete records of the CollateralCollateral and to provide the Collateral Agent with such records and such other reports and information relating to the Collateral as the Collateral Agent may reasonably request from time to time; (j) except as to leases entered into in the ordinary course of business, not to surrender or lose possession of (other than to the Collateral Agent for the benefit of itself and the Secured Parties), sell, encumber, lease, rent, or otherwise dispose of or transfer any Collateral or right or interest therein, and to keep the Collateral free of all Liens except Permitted Liens; provided that such Company may sell, lease, transfer, license or otherwise dispose of any of the Collateral if (X) the proceeds are used to repay the Obligations in accordance with the terms of the Loan Agreement and Promissory Notes, including payments to be made to the FCC or the U.S. Treasury from such proceeds under the Consent Decree, or (Y) in the ordinary course of business consisting of (i) the sale of inventory, (ii) sales of worn-out or obsolete equipment, (iii) in connection with settlement of litigation where such Company is the plaintiff, and (iv) non-exclusive licenses and similar arrangements for the use of the property of such Company; (k) if requested by the Collateral Agent, to type, print or stamp conspicuously on the face of all original copies of all Collateral consisting of chattel paper a legend satisfactory to the Collateral Agent indicating that such chattel paper is subject to the security interest granted hereby; (l) to collect, enforce and receive delivery of the Receivables accounts receivable and payment intangibles in accordance with past practicepractice until otherwise notified by the Collateral Agent; and (jm) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products Collateral (including the Fair Labor Standards Act); and (n) to permit the Collateral Agent and its representatives the right, at any time during normal business hours, upon reasonable prior notice, to visit and inspect the properties of such Company and its corporate, financial and operating records, and make abstracts therefrom, and to discuss such Company’s affairs, finances and accounts with its directors, officers and independent public accountants.

Covenants Relating to Collateral. Grantor (a) Debtor hereby agrees (a) to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Collateral, the Lien lien granted to Secured Party therein and the first priority of such Lienlien, except for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation of any provision of any documentsapplicable law, instruments rule or agreements executed in connection with the Obligationsregulation, or (ii) in violation of any applicable law, rule or regulationpolicy of insurance covering the Collateral; (c) to pay promptly when due all taxes and other governmental charges, all Liens liens and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (d) without 30 days' written notice to Secured Party, (i) not to change GrantorDebtor's name or place of business (or, if Grantor Debtor has more than one place of business, its chief executive office), or the office in which GrantorDebtor's records relating to Receivables are kept, and (ii) not to keep Collateral consisting of chattel paper at any location other than its chief executive office and in which account Secured Party has a perfected first-priority security interest; (e) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or 4 appropriate by Secured Party to perfect, maintain and protect its Lien lien hereunder and the priority thereof and to deliver promptly to Secured Party all originals of Collateral consisting of instruments; (f) to appear in and defend any action or proceeding which may affect its title to or Secured Party's interest in the Collateral; (g) if Secured Party gives value to enable Debtor to acquire rights in or the use of any Collateral, to use such value for such purpose; (h) to keep separate, accurate and complete records of the CollateralCollateral and to provide Secured Party with such records and such other reports and information relating to the Collateral as Secured Party may reasonably request from time to time; (i) except as permitted under the Note, not to surrender or lose possession of (other than to Secured Party), sell, encumber, lease, rent, or otherwise dispose of or transfer any Collateral or right or interest therein, and to keep the Collateral free of all liens except Permitted Liens; (j) to type, print or stamp conspicuously on the face of all original copies of all Collateral consisting of chattel paper a legend satisfactory to Secured Party indicating that such chattel paper is subject to the security interest granted hereby; (k) to collect, enforce and receive delivery of the Receivables in accordance with past practicepractice until otherwise notified by Secured Party; and (j1) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products (including the Fair Labor Standards Act)Collateral.

Covenants Relating to Collateral. Grantor Debtor hereby agrees until such time as the Obligations are paid in full at Debtor's sole cost and expense (a) to perform all reasonable acts that may be necessary to maintain, preserve, protect and perfect the Collateral, the Lien granted to the Secured Party therein in the Collateral in the state of incorporation of Debtor and the priority of such Lien, except for Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation of any provision of any documents, instruments or agreements executed in connection with the Obligations, or (ii) in violation of any applicable law, rule or regulation; (c) to pay promptly when due all taxes and other governmental chargescharges (including patent fees), all Liens Liens, and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (dc) without at least thirty (30) calendar days prior written notice to the Secured Party, not to change GrantorDebtor's name or principal place of business (oror the location of its assets, if Grantor has more than one place except in the ordinary course of business, its chief executive office), or the office in which Grantor's records relating to Receivables are kept, ; (ed) to procure, execute and deliver from time to time any endorsements, assignments, financing statements in Debtor's state of incorporation, notices of lien on deposit accounts, and other writings reasonably deemed necessary or appropriate by the Secured Party to perfect, maintain and protect its Lien hereunder in Debtor's state of incorporation and the priority thereof and thereof; (e) to deliver promptly provide assistance to the Secured Party all originals in perfecting, maintaining and enforcing the Lien in Debtor's state of Collateral consisting of instrumentsincorporation; and (f) not to appear in sell, transfer or otherwise dispose of or transfer any Collateral, provided, that licensing of the Collateral shall be acceptable, and defend any action or proceeding which may affect its title to or Secured Party's interest in the Collateral; (h) to keep separate, accurate and complete records the Collateral free of the Collateral; (i) to collect, enforce and receive delivery of the Receivables in accordance with past practice; and (j) all Liens except Permitted Liens. If Debtor fails to comply with all material requirements of law relating to the productionabove covenants, possession, operation, maintenance and control Secured Party may seek specific performance of the products (including covenants and the Fair Labor Standards Act)prevailing party shall be entitled to reasonable attorneys' fees.

Covenants Relating to Collateral. Grantor Each Company hereby agrees (a) to perform all reasonable acts that may be reasonably necessary to maintain(i) maintain and preserve the Collateral, preserveordinary wear and tear and casualty events excepted and (ii) to the extent required hereunder, to protect and perfect the Collateral, the Lien granted to the Collateral Agent for the benefit of itself and the Secured Party Parties therein and the perfection and priority of such Lien, except for subject to Permitted Liens; (b) not to use or permit any Collateral to be used (i) in violation in any material respect of any provision of any documentsapplicable law, instruments rule or agreements executed in connection with the Obligationsregulation, or (ii) in violation of any applicable law, rule or regulationpolicy of insurance covering the Collateral; (c) to pay promptly when due all taxes and other governmental charges, all Liens (other than Permitted Liens) and all other charges now or hereafter imposed upon or affecting any Collateral, except where any such taxes or charges are being disputed in good faith with appropriate proceedings; (d) without 10 days’ prior written notice to Secured Partythe Collateral Agent and taking such actions as may be reasonably required to maintain perfection of the security interests granted hereunder, (i) not to change Grantor's name or such Company’s name, place of business (or, if Grantor such Company has more than one place of business, its chief executive office), state of formation or the office in which Grantor's records relating to Receivables are kepttype of legal entity, (ef) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by Secured Party to perfect, maintain and protect its Collateral Agent’s Lien hereunder to the extent required hereby and the priority thereof and to deliver promptly to Secured Party all originals of Collateral consisting of instrumentsthereof; (fg) to appear in and defend any action or proceeding which may affect its title to or the Collateral Agent’s or Secured Party's Parties’ interest in the Collateral; (h) to keep separate, accurate and complete records of the CollateralCollateral and to provide the Collateral Agent with such records and such other information relating to the Collateral as the Collateral Agent may reasonably request from time to time; (i) except pursuant to a transaction permitted by, and subject to the terms of, Section 4.14 of the Indenture, not to surrender or lose possession of (other than to the Collateral Agent for the benefit of itself and the Secured Parties), sell, encumber, lease, rent, or otherwise dispose of or transfer any Collateral or right or interest therein, and to keep the Collateral free of all Liens except Permitted Liens; provided that such Company may sell, lease, transfer, license or otherwise dispose of any of the Collateral if in the ordinary course of business consisting of (i) the sale of inventory, (ii) sales of worn-out or obsolete equipment, (iii) in connection with settlement of litigation where such Company is the plaintiff, and (iv) non-exclusive licenses and similar arrangements for the use of the property of such Company; (j) if requested by the Collateral Agent, to type, print or stamp conspicuously on the face of all original copies of all Collateral consisting of chattel paper a legend satisfactory to the Collateral Agent indicating that such chattel paper is subject to the security interest granted hereby; (k) to collect, enforce and receive delivery of the Receivables accounts receivable and payment intangibles in accordance with past practicepractice until otherwise notified by the Collateral Agent; and (jl) to comply with all material requirements of law relating to the production, possession, operation, maintenance and control of the products Collateral (including the Fair Labor Standards Act), except where the failure to do so could not reasonably be expected to result in a Material Adverse Effect; and (m) on no more than one occasion per year unless an Event of Default has occurred and is continuing, to permit the Collateral Agent and its representatives the right, at any time during normal business hours, upon reasonable prior notice, to visit and inspect the properties of such Company and its corporate, financial and operating records, and make abstracts therefrom,.