Common use of Delivery of Additional Documentation Required Clause in Contracts

Delivery of Additional Documentation Required. (a) To the extent that such documentation is physically available to Borrower; Borrower shall from time to time execute and deliver to any Bank, at the request of such Bank, all Negotiable Collateral, all Financing Statements and other documents and records that such Bank may request, in form and substance satisfactory to such Bank and its counsel, to perfect and continue perfected such Bank’s security interests in the Collateral and in order to fully consummate all of the transactions contemplated under the Loan Documents. Borrower hereby consents to the filing by any Bank of Financing Statements and such other instruments and documents in any jurisdictions or locations deemed advisable or necessary in such Bank’s discretion to preserve, protect and perfect such Bank’s security interest and rights in the Collateral. Borrower further consents to and ratifies the filing of such Financing Statements and other instruments and documents prior to the Closing Date. If Borrower has executed and delivered to any Bank a separate security agreement or agreements in connection with any or all of the Obligations, that security agreement or those security agreements and the security interests created therein shall be in addition to and not in substitution of this Agreement and the security interests created hereby, and this Agreement shall be in addition to and not in substitution of the other security agreement or agreements and the security interests created thereby, but shall be subject at all times to the Intercreditor Agreement. In all cases this Agreement and the aforesaid security agreement or agreements, as well as all other evidences or records of any and all of the Obligations and agreements of Borrower, the Banks and other persons who may be obligated on any of the Obligations, shall be applied and enforced in harmony with and in conjunction with each other to the end that each Bank realizes fully upon its rights and remedies in each and the Liens created by each; and, to the extent conflicts exist between this Agreement and the other security agreements and records, they shall be resolved in favor of the Banks for the purpose of achieving the full realization of the Banks’ collective rights and remedies thereunder and the Liens as aforesaid.

Delivery of Additional Documentation Required. (a) To the extent that such documentation is physically available to Borrower; Borrower shall from time to time execute and deliver to any Bank, at the request of such Bank, all Negotiable Collateral, all Financing Statements and other documents and records that such Bank may request, in form and substance satisfactory to such Bank and its counsel, to perfect and continue perfected such Bank’s security interests in the Collateral and in order to fully consummate all of the transactions contemplated under the Loan Documents. Borrower hereby consents to the filing by any Bank of Financing Statements and such other instruments and documents in any jurisdictions or locations deemed advisable or necessary in such Bank’s discretion to preserve, protect and perfect such Bank’s security interest and rights in the Collateral. Borrower further consents to and ratifies the filing of such Financing Statements and other instruments and documents prior to the Closing Date. If Borrower has executed and delivered to any Bank a separate security agreement or agreements in connection with any or all of the Obligations, that security agreement or those security agreements and the security interests created therein shall be in addition to and not in substitution of this Agreement and the security interests created hereby, and this Agreement shall be in addition to and not in substitution of the other security agreement or agreements and the security interests created thereby, but shall be subject at all times to the Intercreditor Agreement. In all cases this Agreement and the aforesaid security agreement or agreements, as well as all other evidences or records of any and all of the Obligations and agreements of Borrower, the Banks Bank and other persons who may be obligated on any of the Obligations, shall be applied and enforced in harmony with and in conjunction with each other to the end that each Bank realizes fully upon its rights and remedies in each and the Liens created by each; and, to the extent conflicts exist between this Agreement and the other security agreements and records, they shall be resolved in favor of the Banks Bank for the purpose of achieving the full realization of the Banks’ collective Bank’s rights and remedies thereunder and the Liens as aforesaid.

Delivery of Additional Documentation Required. (a) To At any time upon the extent that such documentation is physically available to Borrower; Borrower request of Lender, Borrowers shall from time to time execute and deliver to Lender, any Bankand all financing statements, at the request original financing statements in lieu of such Bankcontinuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all Negotiable Collateral, all Financing Statements and other documents and records (the "Additional Documents") that such Bank Lender may requestrequest in its Permitted Discretion, in form and substance satisfactory to such Bank and its counselLender, to perfect and continue perfected such Bank’s security interests or better perfect the Lender's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Lender in any Real Property acquired after the Closing Date, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents. To the maximum extent permitted by applicable law, each Borrower hereby consents authorizes Lender to execute any such Additional Documents in the filing by any Bank of Financing Statements applicable Borrower's name and authorize Lender to file such other instruments and documents executed Additional Documents in any jurisdictions appropriate filing office. In addition, on such periodic basis as Lender shall require, Borrowers shall (a) provide Lender with a report of all new patentable, copyrightable, or locations deemed advisable trademarkable materials acquired or necessary generated by Borrowers during the prior period, (b) cause all patents, copyrights, and trademarks acquired or generated by Borrowers that are not already the subject of a registration with the appropriate filing office (or an application therefor diligently prosecuted) to be registered with such appropriate filing office in such Bank’s discretion a manner sufficient to preserveimpart constructive notice of Borrowers' ownership thereof, protect and perfect such Bank’s security interest and rights in the Collateral. Borrower further consents (c) cause to and ratifies the filing of such Financing Statements and other instruments and documents prior to the Closing Date. If Borrower has executed be prepared, executed, and delivered to any Bank a separate security agreement or agreements in connection with any or all of Lender supplemental schedules to the Obligationsapplicable Loan Documents to identify such patents, that security agreement or those security agreements copyrights, and trademarks as being subject to the security interests created therein shall be in addition to and not in substitution of this Agreement and the security interests created hereby, and this Agreement shall be in addition to and not in substitution of the other security agreement or agreements and the security interests created thereby, but shall be subject at all times to the Intercreditor Agreement. In all cases this Agreement and the aforesaid security agreement or agreements, as well as all other evidences or records of any and all of the Obligations and agreements of Borrower, the Banks and other persons who may be obligated on any of the Obligations, shall be applied and enforced in harmony with and in conjunction with each other to the end that each Bank realizes fully upon its rights and remedies in each and the Liens created by each; and, to the extent conflicts exist between this Agreement and the other security agreements and records, they shall be resolved in favor of the Banks for the purpose of achieving the full realization of the Banks’ collective rights and remedies thereunder and the Liens as aforesaidthereunder.

Delivery of Additional Documentation Required. (a) To the extent that such documentation is physically available to Borrower; Borrower shall from time to time execute and deliver to any Bank, at the request of such Bank, all Negotiable Collateral, all Financing Statements and other documents and records that such Bank may request, in form and substance satisfactory to such Bank and its counsel, to perfect and continue perfected such Bank’s security interests in the Collateral and in order to fully consummate all of the transactions contemplated under the Loan Documents. Borrower hereby consents to the filing by any Bank of Financing Statements and such other instruments and documents in any jurisdictions or locations deemed advisable or necessary in such Bank’s discretion to preserve, protect and perfect such Bank’s security interest and rights in the Collateral. Borrower further consents to and ratifies the filing of such Financing Statements and other instruments and documents prior to the Closing Date. If Borrower has executed and delivered to any Bank a separate security agreement or agreements in connection with any or all of the Obligations, that security agreement or those security agreements and the security interests created therein shall be in addition to and not in substitution of this Agreement and the security interests created hereby, and this Agreement shall be in addition to and not in substitution of the other security agreement or agreements and the security interests created thereby, but shall be subject at all times to the Intercreditor Agreement. In all cases this Agreement and the aforesaid security agreement or agreements, as well as all other evidences or records of any and all of the Obligations and agreements of Borrower, the Banks Bank and other persons who may be obligated on any of the Obligations, shall be applied and enforced in harmony with and in conjunction with each other to the end that each Bank realizes fully upon its rights and remedies in each and the Liens created by each; and, to the extent conflicts exist between this Agreement and the other security agreements and records, they shall be resolved in favor of the Banks Bank for the purpose of achieving the full realization of the Banks’ collective Bank’s rights and remedies thereunder and the Liens as aforesaid.

Delivery of Additional Documentation Required. (a) To the extent that such documentation is physically available to Borrower; Borrower shall from time to time execute and deliver to any Bank, at the request of such Bank, all Negotiable Collateral, all Financing Statements and other documents and records that such Bank may request, in form and substance satisfactory to such Bank and its counsel, to perfect and continue perfected such Bank’s security interests in the Collateral and in order to fully consummate all of the transactions contemplated under the Loan Documents. Borrower hereby consents to the filing by any Bank of Financing Statements and such other instruments and documents in any jurisdictions or locations deemed advisable or necessary in such Bank’s discretion to preserve, protect and perfect such Bank’s security interest and rights in the Collateral. Borrower further consents to and ratifies the filing of such Financing Statements and other instruments and documents prior to the Closing Date. If Borrower has executed and delivered to any Bank a separate security agreement or agreements in connection with any or all of the Obligations, that security agreement or those security agreements and the security interests created therein shall be in addition to and not in substitution of this Agreement and the security interests created hereby, and this Agreement shall be in addition to and not in substitution of the other security agreement or agreements and the security interests created thereby, but shall be subject at all times thereby (except to the Intercreditor extent any such prior agreements are amended and/or restated by this Agreement). In all cases this Agreement and the aforesaid security agreement or agreements, as well as all other evidences or records of any and all of the Obligations and agreements of Borrower, the Banks Bank and other persons who may be obligated on any of the Obligations, shall be applied and enforced in harmony with and in conjunction with each other to the end that each Bank realizes fully upon its rights and remedies in each and the Liens created by each; and, to the extent conflicts exist between this Agreement and the other security agreements and records, they the terms and conditions of this Agreement shall be resolved in favor of the Banks for the purpose of achieving the full realization of the Banks’ collective rights and remedies thereunder and the Liens as aforesaidprevail.

Delivery of Additional Documentation Required. (a) To the extent that such documentation is physically available to Borrower; Borrower shall from time to time execute and deliver to any Bank, at the request of such Bank, all Negotiable Collateral, all Financing Statements and other documents and records that such Bank may request, in form and substance satisfactory to such Bank and its counsel, to perfect and continue perfected such Bank’s security interests in the Collateral and in order to fully consummate all of the transactions contemplated under the Loan Documents. Borrower hereby consents to the filing by any Bank of Financing Statements and such other instruments and documents in any jurisdictions or locations deemed advisable or necessary in such Bank’s discretion to preserve, protect and perfect such Bank’s security interest and rights in the Collateral. Borrower further consents to and ratifies the filing of such Financing Statements and other instruments and documents prior to the Closing Date. If Borrower has executed and delivered to any Bank a separate security agreement or agreements in connection with any or all of the Obligations, that security agreement or those security agreements and the security interests created therein shall be in addition to and not in substitution of this Agreement and the security interests created hereby, and this Agreement shall be in addition to and not in substitution of the other security agreement or agreements and the security interests created thereby, but shall be subject at all times thereby (except to the Intercreditor extent any such prior agreements are amended and restated by this Agreement). In all cases this Agreement and the aforesaid security agreement or agreements, as well as all other evidences or records of any and all of the Obligations and agreements of Borrower, the Banks Bank and other persons who may be obligated on any of the Obligations, shall be applied and enforced in harmony with and in conjunction with each other to the end that each Bank realizes fully upon its rights and remedies in each and the Liens created by each; and, to the extent conflicts exist between this Agreement and the other security agreements and records, they the terms and conditions of this Agreement shall be resolved in favor of the Banks for the purpose of achieving the full realization of the Banks’ collective rights and remedies thereunder and the Liens as aforesaidprevail.

Delivery of Additional Documentation Required. (a) To the extent that such documentation is physically available to Borrower; Borrower shall from time to time execute and deliver to any Bank, at the request of such Bank, all Negotiable Collateral, all Financing Statements Collateral and other documents and records that such Bank may request, in form and substance satisfactory to such Bank and its counsel, to perfect and continue perfected such Bank’s security interests in the Collateral and in order to fully consummate all of the transactions contemplated under the Loan Documents. Borrower hereby consents to the filing by any Bank of Financing Statements and such other instruments and documents in any jurisdictions or locations deemed advisable or necessary in such Bank’s discretion to preserve, protect and perfect such Bank’s security interest and rights in the Collateral. Borrower further consents to and ratifies the filing of such Financing Statements and other instruments and documents prior to the Closing Date. If Borrower has executed and delivered to any Bank a separate security agreement or agreements in connection with any or all of the Obligations, that security agreement or those security agreements and the security interests created therein shall be in addition to and not in substitution of this Agreement and the security interests created hereby, and this Agreement shall be in addition to and not in substitution of the other security agreement or agreements and the security interests created thereby, but shall be subject at all times to the Intercreditor Agreement. In all cases this Agreement and the aforesaid security agreement or agreements, as well as all other evidences or records of any and all of the Obligations and agreements of Borrower, the Banks Bank and other persons Persons who may be obligated on any of the Obligations, shall be applied and enforced in harmony with and in conjunction with each other to the end that each Bank realizes fully upon its rights and remedies in each and the Liens created by each; and, to the extent conflicts exist between this Agreement and the other security agreements and records, they shall be resolved in favor of the Banks Bank for the purpose of achieving the full realization of the Banks’ collective Bank’s rights and remedies thereunder and the Liens as aforesaid. Notwithstanding anything in this Agreement or any other Loan Document to the contrary, Bank agrees that (a) as of the Closing Date, the only landlord consents, landlord waivers, landlord subordination agreements, or other similar documents relating to the relative rights of landlords, lessors or sublessors under any lease or sublease agreements to which Borrower or any Subsidiary is a party (collectively, “Landlord Waivers”) that shall be required in connection with the Loan Documents are with respect to the leased properties located at 000 Xxxxxxx Xxxxx, Xxxxxxx, Xxxxxxxxxxxx 00000; and (b) after the Closing Date, no Landlord Waiver shall be required with respect to any leased property where less than $500,000.00 book value of Inventory and Equipment is stored or located; provided, however, that if Borrower and its Subsidiaries are unable in the exercise of their commercially reasonable efforts to obtain any Landlord Waiver requested by Bank pursuant to clause (b) of this Section 4.2, then Bank may, at the option of Borrower and in lieu of such Landlord Waiver, establish a reserve against the Committed Revolving Line in an amount not to exceed the aggregate amount of current monthly rental payments under the applicable lease or sublease agreement multiplied by two (2); provided further, that upon any such election by Borrower to permit Bank to establish such a reserve against the Committed Revolving Line, Borrower and its Subsidiaries shall have no further obligation under the Loan Documents to obtain or deliver such Landlord Waiver (regardless of whether or not Bank actually establishes such reserve).

Delivery of Additional Documentation Required. (a) To the extent that such documentation is physically available to Borrower; Borrower shall from time to time execute and deliver to any Bank, at the request of such Bank, all Negotiable Collateral, all Financing Statements and other documents and records that such Bank may request, in form and substance reasonably satisfactory to such Bank and its counsel, to perfect and continue perfected such Bank’s security interests in the Collateral and in order to fully consummate all of the transactions contemplated under the Loan Documents. Borrower hereby consents to the filing by any Bank of Financing Statements and such other instruments and documents in any jurisdictions or locations deemed advisable or necessary in such Bank’s discretion to preserve, protect and perfect such Bank’s security interest and rights in the Collateral. Borrower further consents to and ratifies the filing of such Financing Statements and other instruments and documents prior to the Closing Date. If Borrower has executed and delivered to any Bank a separate security agreement or agreements in connection with any or all of the Obligations, that security agreement or those security agreements and the security interests created therein shall be in addition to and not in substitution of this Agreement and the security interests created hereby, and this Agreement shall be in addition to and not in substitution of the other security agreement or agreements and the security interests created thereby, but shall be subject at all times to the Intercreditor Agreement. In all cases this Agreement and the aforesaid security agreement or agreements, as well as all other evidences or records of any and all of the Obligations and agreements of Borrower, the Banks and Bank and/or other persons who may be obligated on any of the Obligations, shall be applied and enforced in harmony with and in conjunction with each other to the end that each Bank realizes fully upon its rights and remedies in each and the Liens created by each; and, to the extent conflicts exist between this Agreement and the other security agreements and and/or records, they shall be resolved in favor of the Banks Bank for the purpose of achieving the full realization of the Banks’ collective Bank’s rights and remedies thereunder and the Liens as aforesaid.