Common use of Financing Statements Clause in Contracts

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 hereof). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Each Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Each Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the such Borrower that (a) indicate the Collateral (i) is comprised of all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the such Borrower is an organization, the type of organization and any Organizational Identification Number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Each Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the each Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Each Borrower agrees to furnish any such information to the Bank promptly upon request. The Each Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the each Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction with such jurisdictions as Lender deems necessary any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant granting of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower shallPursuant to any applicable law, at each Grantor authorizes the Bank’s request, Collateral Agent at any time and from time to time, execute and deliver time to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in file or record (but the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, Agent shall have no duty to file in any jurisdiction any initial or record) financing statements and amendments thereto other filing or recording documents or instruments with respect to the Collateral (including fixture filings, if any, and amendments) without the signature of the Borrower that (a) indicate such Grantor in such form and in such offices as the Collateral (i) is comprised of all assets of Agent reasonably determines appropriate to perfect the Borrower or words of similar effect, regardless of whether any particular asset comprising a part security interests of the Collateral falls within Agent under this Agreement. Each Grantor authorizes the scope Collateral Agent to use the collateral description “all personal property”, “all assets” or any similar phrase in any such financing statements. Each Grantor agrees to provide such information as the Collateral Agent may reasonably request necessary to enable the Collateral Agent to make any such filings promptly following any such request. The Collateral Agent is authorized to file (but the Collateral Agent shall have no duty to file) with the United States Patent and Trademark Office or the United States Copyright Office (or any successor office) such documents as may be necessary or advisable for the purpose of Article 9 perfecting, confirming, continuing, enforcing or protecting the security interest in each item of Intellectual Property of each Grantor included in the Collateral. Notwithstanding the foregoing authorizations, in no event shall the Collateral Agent be obligated to prepare or file any financing statements or intellectual property security agreement whatsoever, or to maintain the perfection of the Uniform Commercial Code security interest granted hereunder. Each Grantor agrees to prepare, record and file, at its own expense, financing statements (and continuation statements when applicable) and intellectual property security agreement (including any supplemental intellectual property security agreements or instruments covering After-Acquired Intellectual Property) with respect to the Collateral now existing or hereafter created meeting the requirements of applicable state or federal law in such manner and in such jurisdictions as are necessary to perfect and maintain perfected the jurisdiction wherein Collateral, and to deliver a file stamped copy of each such financing statement or amendment is filed, other evidence of filing to the Collateral Agent. Neither the Trustee nor the Collateral Agent shall be under any obligation whatsoever to file any such financing or (ii) as being of an equal continuation statements or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain to make any other information required by Section 5 of Article 9 of filing under the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) UCC in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of connection with this Agreement. In additionNotwithstanding anything herein or in any other Security Document to the contrary, the Borrower delivery of control agreements with respect to any Deposit Accounts, Securities Accounts and Commodities Accounts shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralnot be required.

Financing Statements. The Borrower shallhereby authorizes Lender to file, at the Bankand upon Lender’s request, at shall deliver to Lender for filing, an initial financing statement or statements under the UCC with respect to any portion of the Collateral which is or may be subject to any security interest within the meaning of the UCC in the form required to properly perfect Lender’s security interest therein. At any time and from time to time, at the expense of Borrower, Borrower shall promptly execute and deliver to the Bank such all further instruments and documents, and take all further action that may be necessary or that Lender may reasonably request (including, without limitation, all initial financing statements, and any restatements, extensions, continuations, renewals or amendments and other documents and do such acts as the Bank deems necessary thereof), in order to establish perfect, or continue the perfection of, and maintain validto protect any security interest granted or purported to be granted hereby or by the other Loan Documents (including, attached without limitation, any security interest in and perfected first priority to any Permitted Investments), or to enable Lender, or any agent of Lender, to exercise and enforce its rights and remedies hereunder or under any of the other Loan Documents with respect to any portion of the Collateral which is or may be subject to any security interests interest within the meaning of the UCC, and if Borrower fails to promptly execute and deliver such further instruments and documents, Borrower hereby expressly authorizes and appoints Lender as its attorney-in-fact to execute such further instruments and documents in the name of and upon behalf of Borrower, which power of attorney shall be irrevocable and shall be deemed to be coupled with an interest. With respect to any of the Collateral in favor which a security interest is not perfected by the filing of the Banka financing statement, free Borrower consents and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timeagrees to undertake, and from time to timecooperate fully with Lender, to file perfect the security interest granted to Lender in such Collateral. Without limiting the foregoing, if and to the extent any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within is held by a bailee for the scope benefit of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedBorrower, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinBorrower shall promptly notify Lender thereof and, and (b) contain any other information if required by Section 5 Lender, promptly obtain an acknowledgment from such bailee that is reasonably satisfactory to Lender and confirms that such bailee holds such Collateral for the benefit of Article 9 of the Uniform Commercial Code of the jurisdiction wherein Lender as secured party and shall only act upon instructions from Lender with respect to such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender reasonably deems necessary in order to establish and maintain valid, attached and perfected first priority security interests (subject to Permitted Liens) in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, until the Obligations are paid in full, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon reasonable request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in connection with this Agreement in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower Borrowers shall, at the Bank’s Lender's request, at -------------------- any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes authorize the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the applicable Borrower that (a) indicate the Collateral (i) is comprised of all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the applicable Borrower is an organization, the type of organization and any Organizational Identification Number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its their books and records disclosing the Bank’s Lender's security interests in the Collateral.

Financing Statements. The Borrower shallUCC Financing Statements have been filed and/or recorded (or, at if not filed and/or recorded, have been submitted in proper form for filing and recording), in all public places necessary to perfect a valid security interest in all items of personal property described therein owned by a Mortgagor and located on each Mortgaged Property (other than any personal property subject to a purchase money security interest or a sale and leaseback financing arrangement permitted under the Bank’s requestterms of such Mortgage Loan or any other personal property leases applicable to such personal property), at any time and from time to time, execute and deliver to the Bank such financing statementsextent perfection may be effected pursuant to applicable law by recording or filing, amendments and other the Mortgages, security agreements, chattel Mortgages or equivalent documents related to and do such acts as delivered in connection with the Bank deems necessary in order to related Mortgage Loans establish and maintain validcreate a valid and enforceable lien and security interest on such items of personalty except as enforceability may be limited by bankruptcy, attached and perfected first priority security interests in insolvency, receivership, reorganization, moratorium, redemption, liquidation or other laws affecting the Collateral in favor enforcement of the Bankcreditor's rights generally, free and clear or by general principles of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that equity (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising such enforcement is considered in a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement proceeding in equity or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in at law). In the case of a financing statement filed Mortgaged Property operated as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cuthotel, a sufficient description of the real (a) such personal property to which the Collateral relates. The Borrower hereby agrees includes all personal property that a photocopy prudent institutional lender making a similar mortgage loan on the like properties would deem reasonably necessary to operate the related Mortgaged Property as it is currently being operated, (b) the related perfected security interest is prior to any other security interest that can be perfected by such UCC filing, except for permitted purchase money security interests and leases; provided that any such lease has been pledged or other reproduction of this Agreement is sufficient assigned to the lender and its assigns, and (c) the related loan documents contain such provisions as are necessary and UCC Financing Statements have been filed or submitted for filing as necessary, in each case, to perfect a financing statement and valid first priority security interest in the Borrower authorizes related revenues with respect to such Mortgaged Property. Notwithstanding any of the Bank to file this Agreement foregoing, no representation is made as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for perfection of any financing statements and/or amendments thereto, executed and filed by the Bank security interest in any jurisdiction prior rents or other personal property to the date extent that possession or control of this Agreement. In addition, such items or actions other than the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests filing of UCC Financing Statements are required in the Collateralorder to effect such perfection.

Financing Statements. The Borrower shallUCC Financing Statements have been filed and/or recorded (or, at if not filed and/or recorded, have been submitted in proper form for filing and recording), in all public places necessary to perfect a valid security interest in all items of personal property described therein owned by a Mortgagor and located on each Mortgaged Property (other than any personal property subject to a purchase money security interest or a sale and leaseback financing arrangement permitted under the Bank’s requestterms of such Mortgage Loan or any other personal property leases applicable to such personal property), at any time and from time to time, execute and deliver to the Bank such financing statementsextent perfection may be effected pursuant to applicable law by recording or filing, amendments and other the Mortgages, security agreements, chattel Mortgages or equivalent documents related to and do such acts as delivered in connection with the Bank deems necessary in order to related Mortgage Loans establish and maintain validcreate a valid and enforceable lien and security interest on such items of personalty except as enforceability may be limited by bankruptcy, attached and perfected first priority security interests insolvency, receivership, reorganization, moratorium, redemption, liquidation or other laws affecting the enforcement of creditor's rights generally, or by general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law; provided, if the related UCC Financing Statement has been recorded in the Collateral name of MERS or its designee, no assignment of UCC Financing Statement in favor of the BankTrustee will be required to be prepared or delivered and instead, free and clear of the Mortgage Loan Seller shall take all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes actions as are necessary to cause the Bank at any time, and from time Trust to time, to file in any jurisdiction any initial financing statements and amendments thereto without be shown as the signature owner of the Borrower that (a) indicate related Mortgage Loan on the Collateral (i) is comprised records of all assets MERS for purposes of the Borrower or words system of similar effect, regardless recording transfers of whether any particular asset comprising a part beneficial ownership of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required mortgages maintained by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in MERS). In the case of a financing statement filed Mortgaged Property operated as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cuthotel, a sufficient description of the real (a) such personal property to which the Collateral relates. The Borrower hereby agrees includes all personal property that a photocopy prudent institutional lender making a similar mortgage loan on the like properties would deem reasonably necessary to operate the related Mortgaged Property as it is currently being operated, (b) the related perfected security interest is prior to any other security interest that can be perfected by such UCC filing, except for permitted purchase money security interests and leases; provided that any such lease has been pledged or other reproduction of this Agreement is sufficient assigned to the lender and its assigns, and (c) the related loan documents contain such provisions as are necessary and UCC Financing Statements have been filed or submitted for filing as necessary, in each case, to perfect a financing statement and valid first priority security interest in the Borrower authorizes related revenues with respect to such Mortgaged Property. Notwithstanding any of the Bank to file this Agreement foregoing, no representation is made as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for perfection of any financing statements and/or amendments thereto, executed and filed by the Bank security interest in any jurisdiction prior rents or other personal property to the date extent that possession or control of this Agreement. In addition, such items or actions other than the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests filing of UCC Financing Statements are required in the Collateralorder to effect such perfection.

Financing Statements. The Each Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Each Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the such Borrower is an organization, the type of organization and any Organizational Identification Number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Each Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the such Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Each Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Each Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the each Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at Each Debtor authorizes the Bank’s request, at Secured Party Representative to file any time financing statement necessary to perfect the liens and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timegranted under this Security Agreement, and from time to timeany continuation statement or amendment with respect thereto, to file in any jurisdiction any initial financing statements and amendments thereto appropriate filing office without the signature of such Debtor where permitted by applicable law. At any time upon the Borrower request of the Secured Party Representative, each Debtor shall execute or deliver to the Secured Party Representative any and all financing statements, original financing statements in lieu of continuation statements, security agreements, pledges, assignments by way of security, endorsements of certificates of title, and all other similar documents, in form and substance reasonably satisfactory to the Secured Party Representative (collectively, the “Additional Documents”), and take any other actions, that the Secured Party Representative may request in its reasonable discretion to create, perfect and continue perfected or to better perfect the Secured Parties’ lien on the Collateral, and in order to fully consummate all of the transactions contemplated hereby. To the maximum extent permitted by applicable law, each Debtor authorizes the Secured Party Representative to execute any such Additional Documents and take any such other actions in such Debtor’s name and authorizes the Secured Party Representative to file such executed Additional Documents in any appropriate filing office. Each Debtor hereby irrevocably makes, constitutes, and appoints the Secured Party Representative (and any of the Secured Party Representative’s officers or designated agents) as such Debtor’s true and lawful attorney, with power to (a) indicate the Collateral (i) is comprised of all assets if such Debtor refuses to, or fails timely to execute and deliver any of the Borrower or words Additional Documents, sign the name of similar effect, regardless of whether such Debtor on any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinAdditional Documents, and (b) contain endorse such Debtor’s name on any other information required by Section 5 of Article 9 its payment items (including all of its respective cash collections) that may come into the Secured Party Representative’s possession. The appointment of the Uniform Commercial Code Secured Party Representative as such Debtor’s attorney, and each and every one of its respective rights and powers, being coupled with an interest, is irrevocable until all of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization obligations under this Security Agreement have been fully and any Organizational Identification Number issued to the Borrower, finally repaid and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralperformed.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Applicant authorizes Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial a UCC financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedstatement, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutalternatively, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction copy of this Agreement to perfect Bank's security interest. At Bank's req uest, Applicant additionally agrees to sign all other documents that are necessary to perfect, protect, and continue Bank's security interest in the Property (collectively, the “Related Documents”). Applicant will pay all filing fees, title transfer fees, and other fees and costs involved unless prohibited by law or unless Bank is sufficient for filing as a financing statement req uired by law to pay such fees and the Borrower authorizes the costs. Applicant irrevocably ap points Bank to execute documents necessary to transfer title if there is a default. Bank may file a copy of this Agreement as a financing statement in statement. Applicant will promptly notify Bank of any jurisdiction. The Borrower agrees change to furnish Applicant's name or the name of any such information to the Bank promptly upon request. The Borrower further ratifies individual Applicant, any individual who is a partner for an Applicant, and affirms its authorization any individual who is a trustee or settlor or trustor for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of an Applicant under this Agreement. In additionApplicant will also promptly notify Bank of any change to the name that appears on the most recently issued, unexpired driver's license or state-issued identification card, any expiration of the Borrower shall make appropriate entries on its books most recently issued driver's license or state-issued identification card for Applicant or any individual for whom Applicant is required to provide notice regarding name changes. BANK'S RIGHTS AND OBLIGATIONS WITH RESPECT TO THE COLLATERAL. While this Agreement is in effect, Bank may retain the rights to possession of the Collateral, together with any and records disclosing all evidence of the Collateral, such as certificates or passbooks. Once the Credit Card Account is closed, whether by Applicant or Bank’s security interests , Bank may retain the funds in the CollateralSavings Account for up to sixty (60) days in order to cover any transactions, fees or charges relating to use of the Credit Card Account that may post to the Credit Card Account after it is closed.

Financing Statements. Prior to or concurrently with the execution and delivery of this Agreement, the Pledgor will promptly join with the Collateral Agent in executing financing statements, continuation statements, assignments, certificates and other documents with respect to the Collateral pursuant to the Uniform Commercial Code, any other applicable law and otherwise as may be necessary or appropriate (in the reasonable judgment of the Collateral Agent) to enable the Collateral Agent to create, preserve, perfect or from time to time renew the security interests granted hereby, in form satisfactory to the Collateral Agent, and the Pledgor will pay the cost of filing the same in all public offices wherever the Collateral Agent deems filing to be necessary or appropriate (in the reasonable judgment of the Collateral Agent). The Borrower shallPledgor grants the Collateral Agent the right, at the Bank’s requestCollateral Agent's option, to file any or all such financing statements, continuation statements and other documents pursuant to the Uniform Commercial Code, any other applicable law or otherwise, without the Pledgor's signature, and irrevocably appoints the Collateral Agent as attorney in fact for the Pledgor to execute any such statements and documents in the Pledgor's name and to perform all other acts which the Collateral Agent deems appropriate to perfect and continue the security interests conferred by this Agreement. The Pledgor authorizes the Collateral Agent to file one or more Uniform Commercial Code financing statements or continuation statements relating to all or any part of the Collateral without the signature of the Pledgor where permitted by law. The Collateral Agent may, at any time and from time to time, execute and deliver pursuant to the Bank such provisions of this Section 1.02, file financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in statements that describe the Collateral in favor as all assets and/or all personal property of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Pledgor or words of similar effect, regardless effect and which contain any other information required by Part 5 of whether any particular asset comprising a part of the Collateral falls within the scope of Revised Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendmentstatement, including (i) whether the Borrower Pledgor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesPledgor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Pledgor agrees to promptly furnish any such information to the Bank promptly Collateral Agent upon request. The Borrower further ratifies and affirms its authorization for any Any such financing statements and/or amendments thereto, executed and filed may be signed by the Bank Collateral Agent on behalf of the Pledgor and may be filed at any time in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests whether or not Revised Article 9 is then in the Collateraleffect in that jurisdiction.

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted LiensEncumbrances. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photostatic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Financing Statements. The Borrower shall, at Each Grantor hereby irrevocably authorizes the Bank’s request, Collateral Agent at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any relevant jurisdiction (a) any filing with the United States Patent and Trademark Office or United States Copyright Office (or any successor office or any similar office in any other country), (b) any initial financing statements (including fixture filings) and amendments thereto without that contain the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendmentamendment relating to the Collateral, including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organizational identification number issued to such Grantor, (ii) any financing or continuation statements or other documents without the Borrowersignature of such Grantor where permitted by law, and such financing statements may contain an indication or description of Collateral that describes such property (iix) in the same manner as described in this Agreement or (z) in any other manner as the Collateral Agent may determine, in its sole discretion, is necessary or prudent to ensure the perfection of the security interest in the Collateral granted to the Collateral Agent in connection herewith, including, without limitation, describing such property as “all personal property of the debtor now owned or hereafter acquired” (or using words of similar import) and (iii) in the case of a financing statement filed as a fixture filing or indicating covering Collateral as as-constituting minerals or the like to be extracted collateral or timber to be cut, a sufficient description of the real property to which such Collateral relates, and (c) any other documents for the purpose of perfecting, confirming, continuing, enforcing or protecting the Security Interests granted by each Grantor without the signature of any Grantor. Each Grantor agrees to provide all information described in the immediately preceding sentence to the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Agent promptly upon written request. The Borrower further Each Grantor hereby ratifies and affirms its authorization for the Collateral Agent to file in any relevant jurisdiction any financing statements and/or amendments thereto, executed and relating to the Collateral if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Financing Statements. The Borrower shallEach Grantor hereby irrevocably authorizes the Secured Party, at the Bank’s requestsole cost and expense of each Grantor, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any filing office in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower each Grantor or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section Part 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower each Grantor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrowerany Grantor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutfiling, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Each Grantor agrees to furnish any such information to the Bank Secured Party promptly upon request. The Borrower further Each Grantor also ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and the Secured Party to have filed by the Bank in any jurisdiction any initial financing statements or amendments thereto if filed prior to the date hereof. Each Grantor acknowledges that it is not authorized to file any financing statement or amendment or termination statement with respect to any financing statement without the prior written consent of the Secured Party (which shall not be unreasonably withheld, delayed, denied, or conditioned) and agrees that it will not do so without the prior written consent of the Secured Party (which shall not be unreasonably withheld, delayed, denied, or conditioned). Each Grantor acknowledges and agrees that this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the CollateralAgreement constitutes an authenticated record.

Financing Statements. No financing statement (other than any filed by Bank or disclosed above) covering any of Collateral or proceeds thereof is on file in any public filing office. This Security Agreement, or a copy thereof, or any financing statement executed hereunder may be recorded. On request of Bank, Debtor will execute one or more financing statements in form satisfactory to Bank and will pay all costs and expenses of filing the same or of filing this Security Agreement in all public filing offices, where filing is deemed by Bank to be desirable. Bank is authorized to file financing statements relating to Collateral without Debtor's signature where authorized by law. Debtor appoints Bank as its attorney-in-fact to execute such documents necessary to accomplish perfection of Bank's security interest. The Borrower shallappointment is coupled with an interest and shall be irrevocable as long as any Obligations remain outstanding. Debtor further agrees to take such other actions as might be requested for the perfection, continuation and assignment, in whole or in part, of the security interests granted herein. If certificates are issued or outstanding as to any of the Collateral, Debtor will cause the security interests of Bank to be properly protected, including perfection of notation thereon. LANDLORD/MORTGAGE WAIVERS. Debtor shall cause each mortgagee of real property owned by Debtor and each landlord of real property leased by Debtor to execute and deliver instruments satisfactory in form and substance to Bank by which such mortgagee or landlord waives its rights, if any, in the Collateral STOCK, DIVIDENDS. If, with respect to any security pledged hereunder, a stock dividend is declared, any stock split made or right to subscribe is issued, all the certificates for the shares representing such stock dividend, stock split or right to subscribes will be immediately delivered, duly endorsed, to the Bank as additional collateral, and any cash or non-cash proceeds and products thereof, including investment property and security entitlements will be immediately delivered to Bank. If Debtor has granted to Bank a security interest in securities, Debtor acknowledges that such grant includes all investment property and security entitlements, now existing or hereafter arising, relating to such securities. In addition, Debtor agrees to execute such notices and instructions to securities intermediaries as Bank may reasonably request. CONTRACTS, CHATTEL PAPER, ACCOUNTS, GENERAL INTANGIBLES. Debtor warrants that Collateral consisting of contract rights, chattel paper, accounts, or general intangibles is (i) genuine and enforceable in accordance with its terms except as limited by law; (ii) not subject to any defense, set-off, claim or counterclaim of a material nature against Debtor except as to which Debtor has notified Bank in writing; and (iii) not subject to any other circumstances that would impair the validity, enforceability, value, or amount of such Collateral except as to which Debtor has notified Bank in writing. Debtor shall not amend, modify or supplement any lease, contract or agreement contained in Collateral or waive any provision therein, without prior written consent of Bank. ACCOUNT INFORMATION. From time to time, at the Bank’s 's request, Debtor shall provide Bank with schedules describing all accounts and contracts, including customers' addresses, credited or acquired by Debtor and at any time and from time to time, the Bank's request shall execute and deliver to the Bank such financing statements, amendments written assignments of contracts and other documents evidencing such accounts and do such acts as the Bank deems necessary in order contracts to establish and maintain validBank. Together with each schedule, attached and perfected first priority security interests in the Collateral in favor of the Debtor shall, if requested by Bank, free and clear furnish Bank with copies of all Liens and claims and rights of third parties whatsoeverDebtor's sales journals, except Permitted Liens. The Borrower hereby irrevocably authorizes invoices, customer purchase orders or the Bank at any timeequivalent, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of original shipping or delivery receipts for all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereingoods sold, and (b) contain any other information required by Section 5 of Article 9 of Debtor warrants the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralgenuineness thereof.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8.2). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (ai) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or ; and (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (iA) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (iiB) in the case of a financing statement filed as a fixture filing or indicating Collateral as real estate, as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Not in limitation of the generality of the foregoing, the Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower irrevocably authorizes the Bank to file with the Surface Transportation Board pursuant to 49 U.S.C. §11301 this Agreement Agreement, any memorandum thereof, any amendment hereto or thereto or any other document as a financing statement the Bank deems necessary in any jurisdictionorder to establish and maintain valid, attached and perfected, the security interests in the Equipment of the Borrower. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at Each Debtor authorizes the Bank’s request, at Secured Party to file any time financing statement necessary to perfect the liens and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timegranted under this Security Agreement, and from time to timeany continuation statement or amendment with respect thereto, to file in any jurisdiction any initial financing statements and amendments thereto appropriate filing office without the signature of such Debtor where permitted by applicable law. At any time upon the Borrower request of the Secured Party, each Debtor shall execute or deliver to the Secured Party any and all financing statements, original financing statements in lieu of continuation statements, security agreements, pledges, assignments by way of security, endorsements of certificates of title, and all other similar documents, in form and substance reasonably satisfactory to the Secured Party (collectively, the “Additional Documents”), and take any other actions, that the Secured Party may request in its reasonable discretion to create, perfect and continue perfected or to better perfect the Secured Party’s lien on the Collateral, and in order to fully consummate all of the transactions contemplated hereby. To the maximum extent permitted by applicable law, each Debtor authorizes the Secured Party to execute any such Additional Documents and take any such other actions in such Debtor’s name and authorizes the Secured Party to file such executed Additional Documents in any appropriate filing office. Each Debtor hereby irrevocably makes, constitutes, and appoints the Secured Party (and any of the Secured Party’s officers or designated agents) as such Debtor’s true and lawful attorney, with power to (a) indicate the Collateral (i) is comprised of all assets if such Debtor refuses to, or fails timely to execute and deliver any of the Borrower or words Additional Documents, sign the name of similar effect, regardless of whether such Debtor on any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinAdditional Documents, and (b) contain endorse such Debtor’s name on any other information required by Section 5 of Article 9 its payment items (including all of its respective cash collections) that may come into the Secured Party’s possession. The appointment of the Uniform Commercial Code Secured Party as such Debtor’s attorney, and each and every one of its respective rights and powers, being coupled with an interest, is irrevocable until all of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization obligations under this Security Agreement have been fully and any Organizational Identification Number issued to the Borrower, finally repaid and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralperformed.

Financing Statements. The Borrower shall, at the Bank’s Lxxxxx's request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Bxxxxxxx hereby agrees that a photocopy photogenic or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower Bxxxxxxx agrees to furnish any such information to the Bank Lxxxxx promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lxxxxx in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests of Lender, for its own benefit and as agent for its Affiliates, in the Collateral.

Financing Statements. The If Lender shall receive and accept any Collateral for the Loans which is subject to the UCC, Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the such Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower Borrowers shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers (excluding, in the case of Lifeway, the Excluded Collateral) or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the each Borrower is an organization, the type of organization and any Organizational Identification Number issued to the each Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank promptly upon request. The Borrower Each of the Borrowers further ratifies ratify and affirms affirm its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its each of their respective books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and Financing Statements, amendments thereto without the signature of the Borrower and continuation statements that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement Financing Statement or amendment is filed, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement Financing Statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement Financing Statement or amendment, including including, if required, (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement Financing Statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements Financing Statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In additionThe Borrower also agrees to sign and deliver to the Lender and the other Secured Parties such similar statements or instruments of registration under the law of any jurisdiction, in form acceptable to the Borrower shall make appropriate entries on its books Lender, as the Lender may from time to time reasonably request or as are necessary or desirable in the reasonable opinion of the Lender, as communicated to the Borrower, to establish and records disclosing maintain the Bank’s security interests in contemplated hereunder as valid, enforceable, first priority security interests as provided herein and the Collateralother rights and security contemplated herein. The Borrower will pay any applicable filing fees and related expenses.

Financing Statements. The Borrower Debtor shall, at the BankSecured Party’s request, at any time and from time to time, execute and deliver to the Bank Secured Party such financing statements, amendments and other documents and do such acts as the Bank deems necessary Secured Party reasonably requests in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankSecured Party, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank Secured Party at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank Secured Party to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank Secured Party promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower Obligors shall, at the BankPurchaser’s request, at any time and from time to time, execute and deliver to the Bank Purchaser such financing statements, amendments and other documents and, subject to the rights of the Senior Lender under the Senior Loan Documents and the terms and conditions of the Senior Loan Subordination Agreement, do such acts as the Bank Purchaser reasonably deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankPurchaser, free and clear of all Liens and claims and rights of third parties whatsoever, except for the prior Liens of the Senior Lender and other Permitted LiensEncumbrances. The Borrower Obligors hereby irrevocably authorizes the Bank Purchaser at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Obligors that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Obligors (other than the Excluded Collateral) or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Obligors is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerObligors, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Obligors hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Obligors authorize the Bank Purchaser to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Obligors agree to furnish any such information to the Bank Purchaser promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Obligors shall make appropriate entries on its their books and records disclosing the BankPurchaser’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s request, at any time Debtor authorizes Secured Party to prepare and from time to time, execute and deliver to the Bank file such financing statements, amendments and other documents and do such acts as the Bank Secured Party deems necessary in order to establish and maintain valid, attached and perfected perfected, first priority security interests in the Collateral in favor of the BankSecured Party, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank Secured Party at any time, and from time to time, to file in any jurisdiction U.S. or foreign jurisdiction, any initial financing statements and amendments thereto without the signature of the Borrower that that: (a) indicate the Collateral Collateral: (i) is comprised of all assets of the Borrower Debtor (or words of similar effect), regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC or other similar laws of other jurisdictions, of the jurisdiction wherein such financing statement or amendment is filed, ; or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, ; and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code UCC or any other similar law of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including including: (iA) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, Debtor; and (iiB) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank Secured Party promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of Secured Party, for its own benefit and as agent for its Affiliates, in the Collateral. Debtor hereby agrees that a photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and Debtor authorizes Secured Party to file this Security Agreement as a financing statement in any jurisdiction.

Financing Statements. The Borrower Borrowers shall, at the BankLender’s request, at any time and from time to time, execute (if applicable) and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Each Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the any Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the a Borrower is an organization, the type of organization and any Organizational Identification Number issued to the any Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Each Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the each Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Each Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Each Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the each Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The At the request of Bank, Borrower shallwill join with Bank in executing one or more Financing Statements pursuant to the Uniform Commercial Code or other notices appropriate under applicable law in form satisfactory to Bank and will pay the cost of filing the same in all public offices wherever filing is deemed by Bank to be necessary or desirable. A legible carbon, at the Bank’s request, photographic or other reproduction of this Agreement shall be sufficient as a financing statement. Borrower hereby irrevocably authorizes Bank at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further also ratifies and affirms its authorization for Bank to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Financing Statements. Prior to or concurrently with the execution and delivery of this Agreement, the Pledgor will promptly deliver financing statements, continuation statements, assignments, certificates and other documents with respect to the Collateral pursuant to the Uniform Commercial Code, any other applicable law and otherwise as may be necessary or appropriate (in the reasonable judgment of the Secured Party) to enable the Secured Party to create, preserve, perfect or from time to time renew the security interests granted hereby, in form satisfactory to the Secured Party, and the Pledgor will pay the cost of filing the same in all public offices wherever the Secured Party deems filing to be necessary or appropriate (in the reasonable judgment of the Secured Party). The Borrower shallPledgor grants the Secured Party the right, at the Bank’s requestSecured Party's option, to file any or all such financing statements, continuation statements and other documents pursuant to the Uniform Commercial Code, any other applicable law or otherwise, without the Pledgor's signature, and irrevocably appoints the Secured Party as attorney in fact for the Pledgor to execute any such statements and documents in the Pledgor's name and to perform all other acts which the Secured Party deems appropriate to perfect and continue the security interests conferred by this Agreement. The Pledgor authorizes the Secured Party to file one or more Uniform Commercial Code financing statements or continuation statements relating to all or any part of the Collateral without the signature of the Pledgor where permitted by law. The Secured Party may, at any time and from time to time, execute and deliver pursuant to the Bank such provisions of this Section 1.02, file financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in statements that describe the Collateral in favor as all assets and/or all personal property of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Pledgor or words of similar effect, regardless effect and which contain any other information required by Part 5 of whether any particular asset comprising a part of the Collateral falls within the scope of Revised Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendmentstatement, including (i) whether the Borrower Pledgor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesPledgor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Pledgor agrees to promptly furnish any such information to the Bank promptly Secured Party upon request. The Borrower further ratifies and affirms its authorization for any Any such financing statements and/or amendments thereto, executed and filed may be signed by the Bank Secured Party may be filed at any time in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateraldeemed necessary or desirable by Secured Party.

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, authorize, execute and or deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 of this Agreement). The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate cover the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, ) or (ii) describe the Collateral as being of an equal equal, lesser or lesser greater scope or within in lesser or greater detail detail, (b) indicate an agent or affiliate of Lender (whether or not indicating of the representative capacity of such agent or affiliate) as the grant secured party of the security interest set forth hereinrecord with respect to such financing statement (it being acknowledged and agreed that such agent or affiliate has no obligation or liability to Borrower under this Agreement or any other Loan Document), and (bc) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendmentfiled, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or or amendments thereto, executed and thereto filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the CollateralEffective Date.

Financing Statements. The At the request of Lender, Borrower shallwill join with Lender in executing one or more Financing Statements pursuant to the UCC or other notices appropriate under applicable law in form satisfactory to Lender and will pay the cost of filing the same in all public offices wherever filing is deemed by Lender to be necessary or desirable. A legible carbon, at the Bank’s request, photographic or other reproduction of this Agreement shall be sufficient as a financing statement. Borrower hereby irrevocably authorizes Lender at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-as- extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further also ratifies and affirms its authorization for Lender to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date hereof. All reasonable charges, expenses and fees Lender may incur in filing any of this Agreement. In additionthe foregoing, together with reasonable costs and expenses of any lien search required by Lender, and any taxes relating thereto, shall be charged to the Borrower shall make appropriate entries on its books Revolving Loan Account and records disclosing added to the Bank’s security interests in the CollateralObligations.

Financing Statements. The Borrower Administrative Agent and its attorneys and agents shall have authority to file, and the Debtor shall, at the Bank’s Administrative Agent 's request, at any time and from time to time, execute and deliver to the Bank Administrative Agent such financing statements, amendments and other documents and do such acts as the Bank Administrative Agent deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankAdministrative Agent , for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank Administrative Agent at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank Administrative Agent to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank Administrative Agent promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Administrative Agent in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Administrative Agent, for its own benefit and as agent for its Affiliates, in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 hereof). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon the Bank’s reasonable request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s Lender's request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction with such jurisdictions as Lender deems necessary any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant granting of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s Lender's security interests in the Collateral.

Financing Statements. The Borrower shallEach Assignor agrees to deliver to Collateral Trustee such financing statements (including financing statements covering “all assets” or “all personal property” of the Assignor to be filed with the Secretary of State of the State of such Assignor’s organization), at in form and substance reasonably acceptable to Collateral Trustee, as Collateral Trustee may from time to time reasonably request to establish and maintain a valid, enforceable, perfected security interest in the Bank’s requestCollateral as provided herein and the other rights and security contemplated hereby. Each Assignor will pay any applicable filing fees, recordation taxes and related expenses relating to its Collateral. Each Assignor hereby authorizes, but does not obligate, Collateral Trustee at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to timefile, to file in transmit, or communicate, as applicable, any jurisdiction any initial such financing statements and amendments thereto without the signature of the Borrower that such Assignor where permitted by law (a) indicate describing the Collateral (i) is comprised as “all personal property of debtor” or “all assets of the Borrower debtor” or words of similar effect, regardless of whether any particular asset comprising a part of (b) describing the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and or (bc) that contain any other information required by Section part 5 of Article 9 of the Uniform Commercial Code for the sufficiency of filing office acceptance. Each Assignor also hereby ratifies any and all financing statements or amendments previously filed by Collateral Trustee in any jurisdiction with respect to the Collateral of the jurisdiction wherein such Assignors. Each Assignor acknowledges that it is not authorized to file any financing statement or amendment is filed regarding the sufficiency or filing office acceptance of termination statement with respect to any financing statement or amendmentfiled in connection with this Agreement without the prior written consent of Collateral Trustee, including (isubject to such Assignor’s rights under Section 9-509(d)(2) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the CollateralCode.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such UCC financing statements, amendments and other documents and do such acts as the Bank deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial UCC financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s request, Issuer hereby irrevocably authorizes Subscriber at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any UCC jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower Issuer or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Issuer is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the BorrowerIssuer, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Issuer agrees to furnish any such information to the Bank Subscriber promptly upon request. The Borrower further Issuer also ratifies and affirms its authorization for Subscriber to have filed in any UCC jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of hereof. Issuer further hereby irrevocably authorizes Subscriber at any time and from time to time to file and record in the United States Patent and Trademark Office and an any other appropriate federal, foreign or international agency this Agreement. In addition, the Borrower Patent Security Agreement of Schedule 4, or a summary thereof, to be recorded against the Issuer’s patent applications or patents. Upon full repayment of Issuer’s Obligations, Subscriber shall make appropriate entries on its books provide to Issuer for recordation a release and records disclosing the Banktermination of Subscriber’s security interests assignment in the Collateralsecurity, re-assigning to Issuer said patents and patent applications.

Financing Statements. The Borrower shall, at Each Debtor authorizes the Bank’s request, at Secured Party Representative to file any time financing statement necessary to perfect the liens and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timegranted under this Agreement, and from time to timeany continuation statement or amendment with respect thereto, to file in any jurisdiction any initial financing statements and amendments thereto appropriate filing office without the signature of such Debtor where permitted by applicable law. At any time upon the Borrower request of the Secured Party Representative, each Debtor shall execute or deliver to the Secured Party Representative any and all financing statements, original financing statements in lieu of continuation statements, security agreements, pledges, assignments by way of security, endorsements of certificates of title, and all other similar documents, in form and substance reasonably satisfactory to the Secured Party Representative (collectively, the “Additional Documents”), and take any other actions, that the Secured Party Representative may request in its reasonable discretion to create, perfect and continue perfected or to better perfect the Secured Parties’ lien on the Collateral, and in order to fully consummate all of the transactions contemplated hereby. To the maximum extent permitted by applicable law, each Debtor authorizes the Secured Party Representative to execute any such Additional Documents and take any such other actions in such Debtor’s name and authorizes the Secured Party Representative to file such executed Additional Documents in any appropriate filing office. Each Debtor hereby irrevocably makes, constitutes, and appoints the Secured Party Representative (and any of the Secured Party Representative’s officers or designated agents) as such Debtor’s true and lawful attorney, with power to (a) indicate the Collateral (i) is comprised of all assets if such Debtor refuses to, or fails timely to execute and deliver any of the Borrower or words Additional Documents, sign the name of similar effect, regardless of whether such Debtor on any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinAdditional Documents, and (b) contain endorse such Debtor’s name on any other information required by Section 5 of Article 9 its payment items (including all of its respective cash collections) that may come into the Secured Party Representative’s possession. The appointment of the Uniform Commercial Code Secured Party Representative as such Debtor’s attorney, and each and every one of its respective rights and powers, being coupled with an interest, is irrevocable until all of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of obligations under this Agreement is sufficient for filing as a financing statement have been fully and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies finally repaid and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralperformed.

Financing Statements. The Borrower shall, at Debtor will file UCC-1 financing statements in the Bank’s request, at any time State of California for the benefit of the Secured Parties within 7 business days after funding of the Minimum Amount. The Debtor authorizes Secured Party to prepare and from time to time, execute and deliver to the Bank file such additional financing statements, amendments and other documents and do such acts as the Bank Secured Party deems necessary in order to establish and maintain valid, attached and perfected perfected, first priority security interests in the Collateral in favor of the BankSecured Party, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank Secured Party at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that that: (a) indicate the Collateral Collateral: (i) is comprised of all assets of the Borrower Debtor (or words of similar effect), regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed, ; or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, ; and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including including: (iA) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, Debtor; and (iiB) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor agrees to furnish any such information to Secured Party promptly upon request. In addition, the Debtor shall make appropriate entries on its books and records disclosing the security interests of Secured Party in the Collateral. The Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank Secured Party to file this Security Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s request, Trustor hereby irrevocably authorizes Beneficiary at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file or record in any jurisdiction filing office in any Uniform Commercial Code jurisdiction, or in any county recorder’s office or other public office for recording of public land records, any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral Personal Property: (i) is comprised of as all assets of the Borrower Trustor or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral Personal Property falls within the scope of Article 9 9a of the Uniform Commercial Code of the jurisdiction wherein State of Utah or such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain provide any other information required by Section Part 5 of Article 9 9a of the Uniform Commercial Code of the jurisdiction wherein State of Utah, or such financing statement or amendment is filed regarding other jurisdiction, for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Trustor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the BorrowerTrustor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral Personal Property as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral Personal Property relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Trustor agrees to furnish any such information to the Bank Beneficiary promptly upon request. The Borrower further Trustor also ratifies and affirms its authorization for Beneficiary to have filed in any Uniform Commercial Code jurisdiction any initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date hereof. Beneficiary is fully authorized to file, record, or otherwise utilize such documents as it deems necessary to perfect and/or enforce any security interest or lien granted hereunder. Trustor acknowledges that it is not authorized to file any financing statement or amendment or termination statement with respect to any financing statement without the prior written consent of this AgreementBeneficiary and agrees that it will not do so without the prior written consent of Beneficiary, subject to Trustor’s rights under Section 9-509(4)(b) of the Utah Uniform Commercial Code. In addition, Trustor will pay the Borrower shall make appropriate entries on its books cost of recording and records disclosing filing the Bank’s security interests same in the Collateralall public offices wherever recording or filing is deemed by Beneficiary to be necessary or desirable.

Financing Statements. The Each Borrower shallhereby authorizes Bank to prepare and file one or more Financing Statements pursuant to the Uniform Commercial Code or other notices appropriate under applicable law in form satisfactory to Bank and will pay the cost of filing the same in all public offices wherever filing is deemed by Bank to be necessary or desirable. A legible carbon, at the Bank’s request, photographic or other reproduction of this Agreement shall be sufficient as a financing statement. Borrower hereby irrevocably authorizes Bank at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate describe the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinCollateral, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further also ratifies and affirms its authorization for Bank to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Financing Statements. The Borrower Borrowers shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes authorize the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is Borrowers are an organization, the type of organization and any Organizational Identification Number issued to the BorrowerBorrowers, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower Borrowers shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes authorize the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the applicable Borrower that (a) indicate the Collateral (i) is comprised of all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the applicable Borrower is an organization, the type of organization and any Organizational Identification Number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its their books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. Prior to or concurrently with the execution and delivery of this Agreement, the Pledgor will promptly join with the Collateral Agent in executing financing statements, continuation statements, assignments, certificates and other documents with respect to the Collateral pursuant to the Uniform Commercial Code, any other applicable law and otherwise as may be necessary or appropriate (in the reasonable judgment of the Collateral Agent) to enable the Collateral Agent to create, preserve, perfect or from time to time renew the security interests granted hereby, in form satisfactory to the Collateral Agent, and the Pledgor will pay the cost of filing the same in all public offices wherever the Collateral Agent deems filing to be necessary or appropriate (in the reasonable judgment of the Collateral Agent). The Borrower shallPledgor grants the Collateral Agent the right, at the Bank’s requestCollateral Agent's option, to file any or all such financing statements, continuation statements and other documents pursuant to the Uniform Commercial Code, any other applicable law or otherwise, without the Pledgor's signature, and irrevocably appoints the Collateral Agent as attorney in fact for the Pledgor to execute any such statements and documents in the Pledgor's name and to perform all other acts which the Collateral Agent deems appropriate to perfect and continue the security interests conferred by this Agreement. The Pledgor authorizes the Collateral Agent to file one or more Uniform Commercial Code financing statements or continuation statements relating to all or any part of the Collateral without the signature of the Pledgor where permitted by law. The Collateral Agent may, at any time and from time to time, execute and deliver pursuant to the Bank such provisions of this Section 1.03, file financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in statements that describe the Collateral in favor as all assets and/or all personal property of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Pledgor or words of similar effect, regardless effect and which contain any other information required by Part 5 of whether any particular asset comprising a part of the Collateral falls within the scope of Revised Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendmentstatement, including (i) whether the Borrower Pledgor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesPledgor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Pledgor agrees to promptly furnish any such information to the Bank promptly Collateral Agent upon request. The Borrower further ratifies and affirms its authorization for any Any such financing statements and/or amendments thereto, executed and filed may be signed by the Bank Collateral Agent on behalf of the Pledgor and may be filed at any time in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests whether or not Revised Article 9 is then in the Collateraleffect in that jurisdiction.

Financing Statements. The Borrower shall, at the BankAdministrative Agent’s request, at any time and from time to time, execute and deliver to the Bank Administrative Agent such financing statements, amendments and other documents and do such acts as the Bank Administrative Agent deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankAdministrative Agent, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Administrative Agent at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Administrative Agent to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Administrative Agent promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Administrative Agent in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankAdministrative Agent’s security interests in the Collateral.

Financing Statements. Prior to or concurrently with the execution and delivery of this Agreement, the Pledgor will promptly deliver financing statements, continuation statements, assignments, certificates and other documents with respect to the Collateral pursuant to the Uniform Commercial Code, any other applicable law and otherwise as may be necessary or appropriate (in the reasonable judgment of the Secured Party) to enable the Secured Party to create, preserve, perfect or from time to time renew the security interests granted hereby, in form satisfactory to the Secured Party, and the Pledgor will pay the cost of filing the same in all public offices wherever the Secured Party deems filing to be necessary or appropriate (in the reasonable judgment of the Secured Party). The Borrower shallPledgor grants the Secured Party the right, at the Bank’s requestSecured Party's option, to file any or all such financing statements, continuation statements and other documents pursuant to the Uniform Commercial Code, any other applicable law or otherwise, without the Pledgor's signature, and irrevocably appoints the Secured Party as attorney in fact for the Pledgor to execute any such statements and documents in the Pledgor's name and to perform all other acts which the Secured Party deems appropriate to perfect and continue the security interests conferred by this Agreement. The Pledgor authorizes the Secured Party to file one or more Uniform Commercial Code financing statements or continuation statements relating to all or any part of the Collateral without the signature of the Pledgor where permitted by law. The Secured Party may, at any time and from time to time, execute and deliver pursuant to the Bank such provisions of this Section 1.02, file financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in statements that describe the Collateral in favor as all assets and/or all personal property of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Pledgor or words of similar effect, regardless of whether effect and which contain any particular asset comprising a part of the Collateral falls within the scope of other information required by Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendmentstatement, including (i) whether the Borrower Pledgor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesPledgor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Pledgor agrees to promptly furnish any such information to the Bank promptly Secured Party upon request. The Borrower further ratifies and affirms its authorization for any Any such financing statements and/or amendments thereto, executed and may be filed by the Bank at any time in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateraldeemed necessary or desirable by Secured Party.

Financing Statements. The Borrower shall, at hereby authorizes the Bank’s request, at filing of any time and from time to time, execute and deliver to the Bank such financing statements, continuation statements and amendments to financing statements in any jurisdiction and other documents and do such acts with any filing office, as the Bank deems Administrative Agent may reasonably determine are necessary or advisable to perfect (or maintain) the security interest granted to the Administrative Agent in order to establish and maintain valid, attached and perfected first priority security interests in connection herewith. Such financing statements may describe the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower same manner as described herein or words of similar effect, regardless of whether any particular asset comprising a part may contain an indication or description of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein that describes such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail property in any other manner as the grant Administrative Agent may determine is necessary, advisable or prudent to ensure the perfection of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of in the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued Collateral granted to the BorrowerAdministrative Agent in connection herewith, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower hereby authorizes the Bank filing of financing statements, continuation statements and amendments to file this Agreement financing statements describing the collateral covered thereby as a financing statement in any jurisdiction“all of debtor’s personal property and assets” or words to that effect. The For purposes of such filings, the Borrower agrees to furnish any such information reasonably available to it and reasonably requested by the Administrative Agent promptly upon request by the Administrative Agent. Notwithstanding anything herein to the Bank promptly upon request. The Borrower further ratifies contrary, the Administrative Agent shall be under no obligation to file and affirms its authorization for any prepare financing statements and/or amendments theretoor continuation statements or to take any action or to execute any further documents or instruments in order to create, executed preserve or perfect the security interests granted hereunder, such obligations being solely obligations of the Borrower and filed the Lux Manager. To the fullest extent permitted by the Bank in any jurisdiction prior to the date of this Agreement. In additionapplicable Law, the Borrower shall hereby authorizes and irrevocably grants to the Administrative Agent an irrevocable power of attorney, with full power of substitution, coupled with an interest, to execute, deliver and file in the name of the Borrower, or in its own name, such financing statements, continuation statements, amendments to financing statements, other instruments and documents for filing under the provisions of the UCC of any applicable jurisdiction and such notices of assignment and, upon the occurrence and during the continuance of a Termination Event, to execute, deliver and file in the name of the Borrower, or in its own name, such instruments of transfer and to make appropriate entries such notations on the Records as the Administrative Agent deems necessary to protect or perfect its books and records disclosing the Bank’s security interests interest in the Collateral.

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Financing Statements. The At the request of Bank, Borrower shallwill join with Bank in executing one or more Financing Statements pursuant to the Uniform Commercial Code or other notices appropriate under applicable law in form reasonably satisfactory to Bank and will pay the cost of filing the same in all public offices wherever filing is deemed by Bank to be necessary or desirable. A legible carbon, at the Bank’s request, photographic or other reproduction of this Agreement shall be sufficient as a financing statement Borrower hereby irrevocably authorizes Bank at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower other than Intellectual Property or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The relates Borrower agrees to furnish any such information to the Bank promptly upon request. The its reasonable request therefor Borrower further also ratifies and affirms its authorization for Bank to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Financing Statements. The Each Borrower shall, at the Bankany Lender’s reasonable request, at any time and from time to time, execute and deliver to the Bank Lenders such financing statements, amendments and other documents and do such acts as the Bank deems Lenders deem necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLenders, free and clear of all Liens and claims and rights of third parties whatsoever, except for the Permitted Liens. The Each Borrower hereby irrevocably authorizes the Bank any Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the such Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the such Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the such Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Each Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Each Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender or any Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower Co-Borrowers shall, at the Bank’s Lender's request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first first-priority (subject to Permitted Liens) security interests in the Collateral in favor of the BankLender, free and clear of all Liens (other than Permitted Liens) and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Co-Borrowers hereby irrevocably authorizes authorize the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Co-Borrowers that (a) indicate the Collateral (i) is comprised of comprises all assets of the Borrower Co-Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organizationCo-Borrowers are organizations, the type of organization organizations and any Organizational Identification Number Numbers issued to the each Co-Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Co-Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Co-Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Co-Borrowers shall make appropriate entries on its their books and records disclosing the Bank’s Lender's security interests in the Collateral.

Financing Statements. The Borrower shall, at the Banka Lender’s request, at any time and from time to time, execute and deliver to the Bank such Lender such financing statements, amendments and other documents and do such acts as the Bank such Lender deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Banksuch Lender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lenders at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedCollateral, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lenders to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lenders promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lenders in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s Lenders’ security interests in the Collateral.

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower shallEach Assignor agrees to deliver to Collateral Trustee such financing statements (including financing statements covering "all assets" or "all personal property" of the Assignor to be filed with the Secretary of State of the State of such Assignor's organization), at in form and substance reasonably acceptable to Collateral Trustee, as Collateral Trustee may from time to time reasonably request to establish and maintain a valid, enforceable, perfected security interest in the Bank’s requestCollateral as provided herein and the other rights and security contemplated hereby. Each Assignor will pay any applicable filing fees, recordation taxes and related expenses relating to its Collateral. Each Assignor hereby authorizes, but does not obligate, Collateral Trustee at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to timefile, to file in transmit, or communicate, as applicable, any jurisdiction any initial such financing statements and amendments thereto without the signature of the Borrower that such Assignor where permitted by law (a) indicate describing the Collateral (i) is comprised as "all personal property of debtor" or "all assets of the Borrower debtor" or words of similar effect, regardless of whether any particular asset comprising a part of (b) describing the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and or (bc) that contain any other information required by Section part 5 of Article 9 of the Uniform Commercial Code for the sufficiency of filing office acceptance. Each Assignor also hereby ratifies any and all financing statements or amendments previously filed by Collateral Trustee in any jurisdiction with respect to the Collateral of the jurisdiction wherein such Assignors. Each Assignor acknowledges that it is not authorized to file any financing statement or amendment is filed regarding the sufficiency or filing office acceptance of termination statement with respect to any financing statement or amendmentfiled in connection with this Agreement without the prior written consent of Collateral Trustee, including (isubject to such Assignor's rights under Section 9-509(d)(2) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the CollateralCode.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, time execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank reasonably deems necessary in order to establish and maintain valid, attached and perfected first priority (subject to Permitted Liens described in clauses (b), (c), (f) and (g) of the definition of Permitted Liens) security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its prior written authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. The Borrower further ratifies and affirms any financing statements and/or amendments thereto, filed by the Bank in any jurisdiction prior to the date of this Agreement or on or after the date of this Agreement, in each case naming the Borrower as debtor, the Bank as secured party, and describing the collateral thereunder as “all assets” or any similar designation. In addition, the Borrower shall use its best efforts to make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower Borrowers shall, at the BankLender’s request, at any time and from time to time, execute and deliver authorize Lender to the Bank file such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction Fourth Amended and Restated Loan and Security Agreement 28 Express Grain Terminals, LLC, et al. wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the any Borrower is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerBorrowers, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Borrowers authorize Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its their books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower Borrowers shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes the Bank authorize Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is Borrowers are an organization, the type of organization and any Organizational Identification Number issued to the BorrowerBorrowers, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Borrowers authorize Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank Lender promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower Debtor shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral which is Inventory, Accounts and the proceeds thereof, including without limitation Corn and Milo Inventory, DGs, Ethanol and Accounts arising therefrom, in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s request, Each Grantor hereby irrevocably authorizes Collateral Agent at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction filing office in any Uniform Commercial Code Jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower such Grantor or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section part 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrowersuch Grantor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutfiling, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Each Grantor agrees to furnish any such information to the Bank Collateral Agent promptly upon request. The Borrower further Each Grantor also ratifies and affirms its authorization for Collateral Agent to have filed in any Uniform Commercial Code Jurisdiction any initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreementhereof. In additionNotwithstanding the foregoing, the Borrower if reasonably requested by any Grantor in writing, Collateral Agent shall make appropriate entries on its books and records disclosing or authorize Grantor to make as may be reasonably requested to evidence that the Bank’s security interests hereunder do not attach to any property that constitutes Excluded Property (solely to the extent that and so long as, such property constitutes Excluded Property). Notwithstanding the foregoing authorizations, in no event shall the CollateralCollateral Agent be obligated to prepare or file any financing statements whatsoever, or to maintain the perfection of the security interest granted hereunder. Each Grantor agrees to prepare, record and file, at its own expense, financing statements (and continuation statements when applicable) under the UCC with respect to the Collateral now existing or hereafter created meeting the requirements of applicable state law in such manner and in such jurisdictions as are necessary to perfect and maintain perfected the Collateral to the extent required hereunder, and to deliver a filed stamped copy of each such financing statement or other evidence of filing to the Collateral Agent. Neither the Trustee nor the Collateral Agent shall be under any obligation whatsoever to file any such financing or continuation statements or to make any other filing under the UCC in connection with this Security Agreement.

Financing Statements. The Borrower shallGrantors hereby irrevocably authorize the Secured Party, at the Bank’s requestsole cost and expense of the Grantors, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any filing office in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower and notifications that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower Grantors or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC or the Food Security Act of the jurisdiction wherein 1985 or similar law of such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section Part 5 of Article 9 of the Uniform Commercial Code UCC or the Food Security Act of the jurisdiction wherein such financing statement 1985 or amendment is filed regarding similar state law for the sufficiency or filing office acceptance of any financing statement or amendment, or notification including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrowersuch Grantor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutfiling, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Grantors agree to furnish any such information to the Bank Secured Party promptly upon request. The Borrower further ratifies and affirms its Grantors also ratify their authorization for any financing statements and/or amendments thereto, executed and the Secured Party to have filed by the Bank in any jurisdiction any initial financing statements or amendments thereto if filed prior to the date hereof. The Grantors acknowledge that they are not authorized to file any financing statement or amendment or termination statement with respect to any financing statement or notification without the prior written consent of the Secured Party and agree that they will not do so without the prior written consent of the Secured Party. The Grantors acknowledge and agree that this Agreement constitutes an authenticated record. By way of illustration and not limitation, each Grantor covenants only to sell Farm Products to those persons set forth on Schedule 6.12. In this regard, each Grantor represents and covenants that the information set forth on Schedule 6.12 is and will continue to be true, accurate and complete during the term of this Agreement. In additionEach Grantor acknowledges that if any Grantor sells Farm Products to a person that is not listed on such Schedule or if any of the information set forth on such Schedule is not true, the Borrower shall make appropriate entries on its books accurate, and records disclosing the Bank’s security interests complete in the Collateralall respects, Secured Party will be irreparably harmed, entitling Secured Party to an award of compensatory and liquidated damages and equitable relief, in each case, as permitted by applicable law.

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutfiling, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s 's security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s 's security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems reasonably necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Article 8 hereof). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing I\15453359.12 statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date data of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at hereby authorizes Lender to file an initial financing statement or statements under the BankUCC with respect to any portion of the Collateral which is or may be subject to any security interest within the meaning of the UCC in the form required to properly perfect Lender’s request, at security interest therein. At any time and from time to time, at the expense of Borrower, Borrower shall promptly execute and deliver to the Bank such all further instruments and documents, and take all further action that may be necessary or that Lender may reasonably request (including, without limitation, all initial financing statements, and any restatements, extensions, continuations, renewals or amendments and other documents and do such acts as the Bank deems necessary thereof), in order to establish perfect, or continue the perfection of, and maintain validto protect any security interest granted or purported to be granted hereby or by the other Loan Documents (including, attached without limitation, any security interest in and perfected first priority to any Permitted Investments), or to enable Lender, or any agent of Lender, to exercise and enforce its rights and remedies hereunder or under any of the other Loan Documents with respect to any portion of the Collateral which is or may be subject to any security interests interest within the meaning of the UCC. Borrower hereby expressly authorizes and appoints Lender as its attorney-in-fact to execute such further instruments and documents in the name of and upon behalf of Borrower, which power of attorney shall be irrevocable and shall be deemed to be coupled with an interest. With respect to any of the Collateral in favor which a security interest is not perfected by the filing of the Banka financing statement, free Borrower consents and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timeagrees to undertake, and from time to timecooperate fully with Lender, to file perfect the security interest granted to Lender in such Collateral. Without limiting the foregoing, if and to the extent any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within is held by a bailee for the scope benefit of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedBorrower, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinBorrower shall promptly notify Lender thereof and, and (b) contain any other information if required by Section 5 Lender, promptly obtain an acknowledgment from such bailee that is satisfactory to Lender and confirms that such 106 bailee holds such Collateral for the benefit of Article 9 of the Uniform Commercial Code of the jurisdiction wherein Lender as secured party and shall only act upon instructions from Lender with respect to such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to timetime while any Obligations are outstanding, the Bank has a duty to lend under this Agreement or any Letters of Credit hereunder, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets (except excluded assets) of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Financing Statements. The Each Borrower shallauthorizes Agent to file, at the Bank’s requesttransmit, at any time and from time to timeor ------------------------ communicate, execute and deliver to the Bank such as applicable, UCC financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial in-lieu financing statements and amendments thereto without the signature of the Borrower that (a) indicate describing the Collateral (i) is comprised as "all personal property of all assets of the Borrower Borrowers" or words of similar effect, regardless in order to perfect the Agent's Liens on the Collateral without such Borrower's signature to the extent permitted by applicable law. Notwithstanding the foregoing, at any time upon the request of Agent, Borrowers shall execute and deliver to Agent, any and all financing statements, original financing statements in lieu of continuation statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, and all other documents (the "Additional Documents") upon -------------------- which any Borrower's signature may be required and that Agent may request in its Permitted Discretion, in form and substance satisfactory to Agent, to perfect and continue perfected or better perfect the Agent's Liens in the Collateral (whether now owned or hereafter arising or acquired), to create and perfect Liens in favor of Agent in any particular asset comprising a part Real Property acquired after the Closing Date, and in order to fully consummate all of the Collateral falls within transactions contemplated hereby and under the scope of Article 9 of other Loan Documents. To the Uniform Commercial Code of maximum extent permitted by applicable law, each Borrower authorizes Agent to execute any such Additional Documents in the jurisdiction wherein applicable Borrower's name and authorize Agent to file such executed Additional Documents in any appropriate filing office. No Borrower shall terminate, amend or file a correction statement with respect to any UCC financing statement or amendment is filedfiled pursuant to this Section 4 without Agent's prior --------- written consent. In addition, on such periodic basis as Agent shall require, Borrowers shall (a) provide Agent with a report of all new patentable, copyrightable, or (ii) as being of an equal trademarkable materials acquired or lesser scope or within greater detail as generated by Borrowers during the grant of the security interest set forth hereinprior period, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendmentcause to be prepared, including (i) whether the Borrower is an organizationexecuted, the type of organization and any Organizational Identification Number issued delivered to Agent supplemental schedules to the Borrowerapplicable Loan Documents to identify such patents, copyrights, and (ii) in the case of a financing statement filed trademarks as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information being subject to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreementsecurity interests created thereunder. In addition, Borrowers agree that, upon acquiring any interest in a commercial tort claim such Borrower shall, in writing, describe the details of such claim and assign an interest thereto to Agent, and upon acquiring any chattel paper after the date hereof (electronic, tangible or otherwise), such Borrower shall make appropriate entries on its books and records disclosing the Bank’s assign to Agent a security interests interest in the Collateralsuch chattel paper, or if applicable, deliver such chattel paper to Agent as Collateral hereunder.

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets ownership of the Borrower of ECU Silver Mining Inc. and of ASM Services S.à x.x. or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Employer Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral. The provisions of this section shall apply to any similar provision under the laws of any jurisdiction which has not adopted the provisions of the UCC.

Financing Statements. The Borrower shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral and the Facility in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank reasonably deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, whatsoever (except Permitted Liensas otherwise specifically set forth in Section 8 hereof). The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower Debtor shall, at the Bank’s 's request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information reasonably requested by the Bank to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit, in the Collateral.

Financing Statements. The Borrower shall, at At the request of the Bank’s request, the Borrowers will join with the Bank in filing one or more Financing Statements pursuant to the Uniform Commercial Code or other notices appropriate under applicable law in form satisfactory to the Bank and will pay the cost of filing the same in all public offices wherever filing is deemed by the Bank to be necessary or desirable. A legible carbon, photographic or other reproduction of this Loan Agreement shall be sufficient as a financing statement. The Borrowers hereby irrevocably authorize the Bank at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any Uniform Commercial Code jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower Borrowers or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organizationBorrowers are organizations, the type of organization organizations and any Organizational Identification Number organization identification numbers issued to the BorrowerBorrowers, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral Collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank promptly upon request. The Borrower further ratifies and affirms its Borrowers also ratify their authorization for the Bank to have filed in any Uniform Commercial Code jurisdiction any like initial financing statements and/or or amendments thereto, executed and thereto if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.

Financing Statements. The Borrower shall, at authorizes the Bank’s request, at Secured Party Representatives to file any time financing statement necessary to perfect the liens and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any timegranted under this Agreement, and from time to timeany continuation statement or amendment with respect thereto, to file in any jurisdiction any initial financing statements and amendments thereto appropriate filing office without the signature of such Borrower where permitted by applicable law. At any time upon the request of a Secured Party Representative, each Borrower shall execute or deliver to the relevant Secured Party Representative any and all financing statements, original financing statements in lieu of continuation statements, security agreements, pledges, assignments by way of security, endorsements of certificates of title, and all other similar documents, in form and substance reasonably satisfactory to the relevant Secured Party Representative (collectively, the “Additional Documents”), and take any other actions, that the relevant Secured Party Representative may request in its reasonable discretion to create, perfect and continue perfected or to better perfect the Secured Parties’ lien on the Collateral, and in order to fully consummate all of the transactions contemplated hereby. To the maximum extent permitted by applicable law, each Borrower authorizes the Secured Party Representatives to execute any such Additional Documents and take any such other actions in Borrower’s name and authorizes the Secured Party Representatives to file such executed Additional Documents in any appropriate filing office. Borrower hereby irrevocably makes, constitutes, and appoints the Secured Party Representatives (and any of the Secured Party Representatives’ officers or designated agents) as Borrower’s true and lawful attorney, with power to (a) indicate the Collateral (i) is comprised of all assets if Borrower refuses to, or fails timely to execute and deliver any of the Additional Documents, sign the name of Borrower or words of similar effect, regardless of whether on any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth hereinAdditional Documents, and (b) contain endorse Borrower’s name on any other information required by Section 5 of Article 9 its payment items (including all of its respective cash collections) that may come into the Secured Party Representatives’ possession. The appointment of each Secured Party Representative as Borrower’s attorney, and each and every one of its respective rights and powers, being coupled with an interest, is irrevocable until all of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of obligations under this Agreement is sufficient for filing as a financing statement have been fully and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank promptly upon request. The Borrower further ratifies finally repaid and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralperformed.

Financing Statements. The Borrower Debtor shall, at the Bank’s request, at any time and from time to time, and subject to the Third Amended and Restated Intercreditor Agreement, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, for its own benefit and as agent for its Affiliates, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Debtor hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Debtor that (a) indicate the Collateral (i) is comprised of all assets of the Borrower Debtor or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower Debtor is an organization, the type of organization and any Organizational Identification Number issued to the BorrowerDebtor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower Debtor hereby agrees that a photocopy photogenic or other reproduction of this Security Agreement is sufficient for filing as a financing statement and the Borrower Debtor authorizes the Bank to file this Security Agreement as a financing statement in any jurisdiction. The Borrower Debtor agrees to furnish any such information to the Bank promptly upon request. The Borrower Debtor further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Security Agreement. In addition, the Borrower Debtor shall make appropriate entries on its books and records disclosing the Bank’s security interests of the Bank, for its own benefit and as agent for its Affiliates, in the Collateral.

Financing Statements. The Borrower shall, at Each Grantor hereby irrevocably authorizes the Bank’s request, Collateral Trustee at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any relevant jurisdiction (a) any initial financing statements and amendments thereto without that contain the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendmentamendment relating to the Collateral, including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organizational identification number issued to such Grantor, (ii) any financing or continuation statements or other documents without the Borrowersignature of such Grantor where permitted by law, including the filing of a financing statement describing the Collateral as “all assets in which the Grantor now owns or hereafter acquires rights” and (iiiii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutfiling, a sufficient description of the real property to which such Collateral relates, (b) any initial filings (or amendments thereto) with the United States Patent and Trademark Office or the United States Copyright Office and (c) any other documents for the purpose of perfecting, continuing, enforcing or protecting the Security Interest granted by each Grantor, without the signature of such Grantor and naming any Grantor or Grantors as debtors and the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction Trustee as secured party ; provided, however, the foregoing does not create any obligation on the part of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Collateral Trustee to file this Agreement as a any financing statement in any jurisdictionstatement. The Borrower Each Grantor agrees to furnish any such provide all information described in the immediately preceding sentence to the Bank Collateral Trustee promptly upon request. The Borrower further ratifies Copies of such financing statements, as filed, should be sent promptly to the Company at its address for notices pursuant to Section 8.01. Each Grantor shall pay any applicable filing fees and affirms its authorization for other expenses related to the filing of any financing statements and/or and continuations or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shall, at the BankLender’s request, at any time and from time to time, execute and deliver to the Bank Lender such financing statements, amendments and other documents and do such acts as the Bank Lender deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the BankLender, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank Lender at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank Lender to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees to furnish any such information to the Bank Lender promptly upon request. The Borrower further ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and filed by the Bank Lender in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the BankLender’s security interests in the Collateral.

Financing Statements. The Borrower Borrowers shall, at the Bank’s request, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower Borrowers hereby irrevocably authorizes authorize the Bank at any time, and from time to time, to file in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower Borrowers that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether any of the Borrower Borrowers is an organization, the type of organization and any Organizational Identification Number issued to the Borrower, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cut, a sufficient description of the real property to which the Collateral relatesBorrowers. The Borrower Borrowers hereby agrees agree that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes Borrowers authorize the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower agrees Borrowers agree to furnish any such information to the Bank promptly upon request. The Borrower Borrowers further ratifies ratify and affirms its affirm their authorization for any financing statements and/or amendments thereto, executed and filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower Borrowers shall make appropriate entries on its their books and records disclosing the Bank’s security interests in the Collateral.

Financing Statements. The Borrower shallEach Grantor hereby irrevocably authorizes the Secured Party, at the Bank’s requestsole cost and expense of each Grantor, at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any filing office in any jurisdiction any initial financing statements and amendments thereto without the signature of the Borrower that (a) indicate the Collateral (i) is comprised of as all assets of the Borrower each Grantor or words of similar effect, regardless of whether any particular asset comprising a part of comprised in the Collateral falls within the scope of Article 9 of the Uniform Commercial Code UCC of the jurisdiction wherein such financing statement or amendment is filedjurisdiction, or (ii) as being of an equal or lesser scope or within with greater detail as the grant of the security interest set forth hereindetail, and (b) contain any other information required by Section Part 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether the Borrower each Grantor is an organization, the type of organization and any Organizational Identification Number organization identification number issued to the Borrowerany Grantor, and (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as as-extracted collateral or timber to be cutfiling, a sufficient description of the real property to which the Collateral relates. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Each Grantor agrees to furnish any such information to the Bank Secured Party promptly upon request. The Borrower further Each Grantor also ratifies and affirms its authorization for any financing statements and/or amendments thereto, executed and the Secured Party to have filed by the Bank in any jurisdiction any initial financing statements or amendments thereto if filed prior to the date hereof. Each Grantor acknowledges that it is not authorized to file any financing statement or amendment or termination statement with respect to any financing statement without the prior written consent of the Secured Party (which shall not be unreasonably withheld, delayed, denied or conditioned) and agrees that it will not do so without the prior written consent of the Secured Party (which shall not be unreasonably withheld, delayed, denied or conditioned). Each Grantor acknowledges and agrees that this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the CollateralAgreement constitutes an authenticated record.

Financing Statements. The Borrower shall, at Each Grantor hereby irrevocably authorizes the Bank’s request, Collateral Agent at any time and from time to time, execute and deliver to the Bank such financing statements, amendments and other documents and do such acts as the Bank deems necessary in order to establish and maintain valid, attached and perfected first priority security interests in the Collateral in favor of the Bank, free and clear of all Liens and claims and rights of third parties whatsoever, except Permitted Liens. The Borrower hereby irrevocably authorizes the Bank at any time, and from time to time, to file in any relevant jurisdiction (a) a short form security agreement with the United States Patent and Trademark Office or United States Copyright Office (or any successor office or any similar office in any other country), (b) any initial financing statements (including fixture filings) and amendments thereto without that contain the signature of the Borrower that (a) indicate the Collateral (i) is comprised of all assets of the Borrower or words of similar effect, regardless of whether any particular asset comprising a part of the Collateral falls within the scope of information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the jurisdiction wherein such financing statement or amendment is filed, or (ii) as being of an equal or lesser scope or within greater detail as the grant of the security interest set forth herein, and (b) contain any other information required by Section 5 of Article 9 of the Uniform Commercial Code of the jurisdiction wherein such financing statement or amendment is filed regarding the sufficiency or filing office acceptance of any financing statement or amendmentamendment relating to the Collateral, including (i) whether the Borrower such Grantor is an organization, the type of organization and any Organizational Identification Number organizational identification number issued to such Grantor, (ii) any financing or continuation statements or other documents without the Borrowersignature of such Grantor where permitted by law, and such financing statements may contain an indication or description of Collateral that describes such property (iix) in the same manner as described in this Agreement or (z) in any other manner as the Collateral Agent may determine, in its sole discretion, is necessary or prudent to ensure the perfection of the security interest in the Collateral granted to the Collateral Agent in connection herewith, including, without limitation, describing such property as “all assets of the debtor now owned or hereafter acquired” (or using words of similar import) and (iii) in the case of a financing statement filed as a fixture filing or indicating covering Collateral as as-constituting minerals or the like to be extracted collateral or timber to be cut, a sufficient description of the real property to which such Collateral relates, and (c) any other documents for the purpose of perfecting, confirming, continuing, enforcing or protecting the Security Interests in the Collateral relatesgranted by each Grantor without the signature of any Grantor. The Borrower hereby agrees that a photocopy or other reproduction of this Agreement is sufficient for filing as a financing statement and the Borrower authorizes the Bank to file this Agreement as a financing statement in any jurisdiction. The Borrower Each Grantor agrees to furnish any such provide all information described in the immediately preceding sentence to the Bank Collateral Agent promptly upon written request. The Borrower further Each Grantor hereby ratifies and affirms its authorization for the Collateral Agent to file in any relevant jurisdiction any financing statements and/or amendments thereto, executed and relating to the Collateral if filed by the Bank in any jurisdiction prior to the date of this Agreement. In addition, the Borrower shall make appropriate entries on its books and records disclosing the Bank’s security interests in the Collateralhereof.