Common use of Further Assurances; Pledge of Instruments Clause in Contracts

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Secured Party, and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further action as Secured Party may reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, necessary or appropriate for the grant of a security interest to Secured Party in any Collateral held by Grantor or in which Grantor has any right or interest not heretofore assigned, (b) executing, delivering and causing to be filed any financing or continuation statements (including "in lieu" continuation statements) under the UCC with respect to the security interests granted hereby, at Secured Party's reasonable request, executing and delivering or causing to be delivered written notice to insurers of Secured Party's security interest in, or claim in or under, any policy of insurance (including unearned premiums) and (c) at Secured Party's reasonable request, using its best efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located. Grantor also hereby authorizes Secured Party to file any such financing or continuation statement (including "in lieu" continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than $10,000, shall be duly endorsed in a manner reasonably satisfactory to Secured Party and delivered to Secured Party promptly and in any event within five (5) business days of Grantor's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Secured Party, and at the sole expense of Grantorthe Company, Grantor the Company shall promptly and duly execute and deliver any and all such further instruments and documents and take such further action as Secured Party may reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best commercially reasonable efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant of a security interest to Secured Party in any item of Collateral held by Grantor the Company or in which Grantor the Company has any right or interest not heretofore assignedinterest, (b) executing, delivering and causing to be filed any financing or continuation statements (including "“in lieu" ” continuation statements) under the UCC with respect to the security interests granted hereby, (c) filing or cooperating with Secured Party in filing any forms or other documents required to be recorded with the United States Patent and Trademark Office, United States Copyright Office, or any actions, filings, recordings or registrations in any foreign jurisdiction or under any international treaty, required to secure or protect Secured Party’s interest in the Collateral, (d) transferring the Collateral to Secured Party’s possession (if a security interest in such Collateral can be perfected only by possession), (e) at Secured Party's ’s reasonable request, placing the interest of Secured Party as lienholder on the certificate of title (or similar evidence of ownership) of any vehicle or other item of Collateral owned by the Company which is covered by a certificate of title (or similar evidence of ownership), (f) executing and delivering and causing the applicable depository institution, securities intermediary, commodity intermediary or issuer or nominated party under a letter of credit to execute and deliver a collateral control agreement with respect to each Deposit Account, Securities Account or Commodity Account or Letter-of-Credit Right in or to which the Company now or hereafter has any right or interest in order to perfect the security interest created hereunder in favor of Secured Party (including giving Secured Party “control” over such Collateral within the meaning of the applicable provisions of Article 8 and Article 9 of the UCC), (g) at Secured Party’s reasonable request, executing and delivering or causing to be delivered written notice to insurers of Secured Party's ’s security interest in, or claim in or under, any policy of insurance (including unearned premiums) and (ch) at Secured Party's ’s reasonable request, using its best commercially reasonable efforts to obtain acknowledgments from bailees having possession of any Collateral with a value in excess of $25,000 and waivers of liens from landlords and mortgagees of any location where any of the Collateral with a value in excess of $25,000 may from time to time be stored or located. Grantor Secured Party may at any time and from time to time file financing statements, continuation statements (including “in lieu” continuation statements) and amendments thereto that describe the Collateral as all assets of the Company or words of similar effect. Any such financing statements, continuation statements or amendments may be signed by Secured Party on behalf of the Company and may be filed at any time in any jurisdiction. The Company also hereby authorizes Secured Party to file any such financing or continuation statement (including "“in lieu" ” continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than $10,000, shall be duly endorsed in a manner reasonably satisfactory to Secured Party and delivered to Secured Party promptly and in any event within five (5) business days of Grantor's receipt thereofCompany.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Secured Partythe Majority Lenders, and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments financing statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, mortgages, deeds of trust, opinions of counsel, and all other documents (collectively, the “Additional Documents”) and take such further action as Secured Party the Majority Lenders may reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best commercially reasonable efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant of a security interest to the Secured Party Parties in any Collateral Contract held by Grantor or in which Grantor has any right or interest not heretofore assigned, ; (b) executing, delivering and causing to be filed any financing or continuation statements (including "“in lieu" ” continuation statements) under the UCC with respect to the security interests granted hereby; (c) filing or cooperating with the Secured Parties in filing any forms or other documents required to be recorded with the United States Patent and Trademark Office, United States Copyright Office or similar offices in overseas jurisdictions, or any actions, filings, recordings or registrations in any foreign jurisdiction or under any international treaty, required to secure or protect the Secured Parties’ interest in Grantor’s Collateral; (d) transferring Grantor’s Collateral to the Secured Parties’ possession (only if a security interest in such Collateral can be perfected by possession); (e) at any Secured Party's ’s reasonable request, placing the interest of the Secured Parties as lienholder on the certificate of title (or similar evidence of ownership) of any vehicle, watercraft or other Equipment constituting Collateral owned by Grantor which is covered by a certificate of title (or similar evidence of ownership); (f) at any Secured Party’s reasonable request, executing and delivering or causing to be delivered written notice to insurers of the Secured Party's Parties’ security interest in, or claim in or under, any policy of insurance (including unearned premiums) ); and (cg) at Secured Party's the Majority Lenders’ reasonable request, using its best commercially reasonable efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located. Any Secured Party may at any time and from time to time file Additional Documents that describe the Collateral as all assets of Grantor or words of similar effect. To the maximum extent permitted by law, any Additional Documents may be signed by any Secured Party on behalf of Grantor and may be filed at any time in any jurisdiction. Grantor also hereby authorizes any Secured Party to file any such financing or continuation statement Additional Documents (including "“in lieu" ” continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than twenty-five thousand dollars ($10,00025,000), shall be duly endorsed in a manner reasonably satisfactory to Secured Party the Majority Lenders and delivered to the Secured Party Parties promptly and in any event within five (5) business days of Grantor's ’s receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Secured Party, and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further action as Secured Party may reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant of a security interest to Secured Party in any item of Collateral held by Grantor or in which Grantor has any right or interest not heretofore assignedinterest, (b) executing, delivering and causing to be filed any financing or continuation statements (including "in lieu" continuation statements) under the UCC with respect to the security interests granted hereby, (c) filing or cooperating with Secured Party in filing any forms or other documents required to be recorded with the United States Patent and Trademark Office, United States Copyright Office, or any actions, filings, recordings or registrations in any foreign jurisdiction or under any international treaty, required to secure or protect Secured Party's interest in the Collateral, (d) transferring the Collateral to Secured Party's possession (if a security interest in such Collateral can be perfected only by possession), (e) at Secured Party's reasonable request, placing the interest of Secured Party as lienholder on the certificate of title (or similar evidence of ownership) of any vehicle, watercraft or other item of Collateral owned by Grantor which is covered by a certificate of title (or similar evidence of ownership), (f) executing and delivering and causing the applicable depository institution, securities intermediary, commodity intermediary or issuer or nominated party under a letter of credit to execute and deliver a collateral control agreement with respect to each Deposit Account, Securities Account or Commodity Account or Letter-of-Credit Right in or to which Grantor now or hereafter has any right or interest in order to perfect the security interest created hereunder in favor of Secured Party (including giving Secured Party "control" over such Collateral within the meaning of the applicable provisions of Article 8 and Article 9 of the UCC), (g) at Secured Party's reasonable request, executing and delivering or causing to be delivered written notice to insurers of Secured Party's security interest in, or claim in or under, any policy of insurance (including unearned premiums) and (ch) at Secured Party's reasonable request, using its best efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located. Secured Party may at any time and from time to time file financing statements, continuation statements (including "in lieu" continuation statements) and amendments thereto that describe the Collateral as all assets of Grantor or words of similar effect. Any such financing statements, continuation statements or amendments may be signed by Secured Party on behalf of Grantor and may be filed at any time in any jurisdiction. Grantor also hereby authorizes Secured Party to file any such financing or continuation statement (including "in lieu" continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than $10,000, shall be duly endorsed in a manner reasonably satisfactory to Secured Party and delivered to Secured Party promptly and in any event within five (5) business days of Grantor's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of the Secured Party, Party and at the sole expense of each Grantor, such Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further action actions as the Secured Party may reasonably deem necessary or desirable to obtain the full benefits of this Security AgreementAgreement and of the rights and powers herein granted, including, without limitation, including (ai) using its best reasonable efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant assignment to or for the benefit of a security interest to the Secured Party in Party, of any Collateral License or Contract held by such Grantor or in which such Grantor has any right or interest rights not heretofore assignedassigned (provided that Secured Party shall not make such request unless Agent also makes such request), (bii) executing, delivering and causing to be filed filing any financing or continuation statements (including "in lieu" continuation statements) under the UCC Code with respect to the Liens and security interests granted herebyhereunder or under any other Loan Document, at (iii) provided that no Senior Debt (as defined in the Subordination Agreement) is outstanding transferring Collateral to the Secured Party's reasonable requestpossession if such Collateral consists of Chattel Paper, executing and delivering Instruments or causing to if a security interest in such Collateral can be delivered written notice to insurers of perfected only by possession, or if requested by the Secured Party's security interest in, or claim in or under, any policy of insurance (including unearned premiums) and (civ) at Secured Party's reasonable request, using its best reasonable efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens Liens, if any exist, from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located(provided that Secured Party shall not make such request unless Agent also makes such request). Each Grantor also hereby authorizes the Secured Party to file any such financing or continuation statement (including "in lieu" continuation statements) statements without the signature of Grantorany Grantor to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than $10,000business, shall be duly endorsed in a manner reasonably satisfactory to the Secured Party and delivered to Secured Party promptly and in any event within five (5) business days of immediately upon a Grantor's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Secured Party, and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further action as Secured Party may reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, necessary or appropriate for the grant of a security interest to Secured Party in any Collateral held by Grantor or in which Grantor has any right or interest not heretofore assigned, (b) executing, delivering and causing to be filed any financing or continuation statements (including "“in lieu" ” continuation statements) under the UCC with respect to the security interests granted hereby. Grantor agrees that a financing statement will be filed by Secured Party each time an Advance is made under the Note, covering the Equipment or other property financed with the proceeds of such Advance; (b) at Secured Party's ’s reasonable request, executing and delivering or causing to be delivered written notice to insurers of Secured Party's ’s security interest in, or claim in or under, any policy of insurance insuring the Collateral (including unearned premiums) and (c) at Secured Party's ’s reasonable request, using its best efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located. Grantor also hereby authorizes Secured Party to file any such financing or continuation statement (including "“in lieu" ” continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than $10,000, shall be duly endorsed in a manner reasonably satisfactory to Secured Party and delivered to Secured Party promptly and in any event within five (5) business days of Grantor's ’s receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Secured Party, Agent and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments and documents (including deeds of hypothec with respect to Collateral located in the Province of Quebec) and take such further action actions as Secured Party Agent may reasonably deem necessary or desirable to obtain the full benefits of this Security AgreementAgreement and the other Loan Documents to which Grantor is a party and of the rights and powers herein and therein granted, including, without limitation, including (ai) using its best efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant assignment to or for the benefit of a security interest to Secured Party in Agent of any Collateral License or Contract held by such Grantor or in which such Grantor has any right or interest rights not heretofore assigned, (bii) executing, delivering and causing to be filed filing any financing or continuation statements (including "in lieu" continuation statementsor the applicable equivalent) under the UCC applicable law with respect to the security interests Security Interests granted herebyhereunder or under any other Loan Document to which Grantor is a party, at Secured Party(iii) transferring Collateral to Agent's reasonable request, executing possession (for the benefit of Agent and delivering Lenders) if such Collateral consists of Chattel Paper or causing to Instruments or if a Security Interest on such Collateral can be delivered written notice to insurers of Secured Party's security interest inperfected only by possession, or claim in or underif requested by Agent, any policy of insurance (including unearned premiums) and (civ) at Secured Party's reasonable requestobtaining, or using its best commercially reasonable efforts to obtain acknowledgments from bailees having possession of any Collateral and obtain, waivers of liens Liens if any exist, from landlords and mortgagees of any location where any of in accordance with the Collateral may from time to time be stored or locatedCredit Agreement. Grantor also hereby authorizes Secured Party Agent, for the benefit of Agent and Lenders, to file any such financing or continuation statement statements (including "in lieu" continuation statementsor the applicable equivalent) without the signature of GrantorGrantor to the extent permitted by applicable law. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks cheques and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than $10,000business, shall be duly endorsed in a manner reasonably satisfactory to Secured Party and delivered to Secured Party promptly and in any event within five (5) business days of Agent immediately upon Grantor's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of the Secured Party, and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments financing statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, mortgages, deeds of trust, opinions of counsel, and all other documents (collectively, the "Additional Documents") and take such further action as the Secured Party may -------------------- reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best commercially reasonable efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant of a security interest to the Secured Party in any Collateral Contract held by Grantor or in which Grantor has any right or interest not heretofore assigned, ; (b) executing, delivering and causing to be filed any financing or continuation statements (including "in lieu" continuation statements) under the UCC with respect to the security interests granted hereby; (c) filing or cooperating with the Secured Party in filing any forms or other documents required to be recorded with the United States Patent and Trademark Office, United States Copyright Office or similar offices in overseas jurisdictions, or any actions, filings, recordings or registrations in any foreign jurisdiction or under any international treaty, required to secure or protect the Secured Party's interest in Grantor's Collateral; (d) transferring Grantor's Collateral to the Secured Party's possession (only if a security interest in such Collateral can be perfected by possession); (e) at Secured Party's reasonable request, placing the interest of the Secured Party as lienholder on the certificate of title (or similar evidence of ownership) of any vehicle, watercraft or other Equipment constituting Collateral owned by Grantor which is covered by a certificate of title (or similar evidence of ownership); (f) at Secured Party's reasonable request, executing and delivering or causing to be delivered written notice to insurers of the Secured Party's security interest in, or claim in or under, any policy of insurance (including unearned premiums) ); and (cg) at the Secured Party's ' reasonable request, using its best commercially reasonable efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located. Secured Party may at any time and from time to time file Additional Documents that describe the Collateral as all assets of Grantor or words of similar effect. To the maximum extent permitted by law, any Additional Documents may be signed by Secured Party on behalf of Grantor and may be filed at any time in any jurisdiction. Grantor also hereby authorizes Secured Party to file any such financing or continuation statement Additional Documents (including "in lieu" continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than twenty-five thousand dollars ($10,00025,000), shall be duly endorsed in a manner reasonably satisfactory to the Secured Party and delivered to the Secured Party promptly and in any event within five (5) business days of Grantor's receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Secured Party, and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further action as Secured Party may reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant of a security interest to Secured Party in any item of Collateral held by Grantor or in which Grantor has any right or interest not heretofore assignedinterest, (b) executing, delivering and causing to be filed any financing or continuation statements (including "“in lieu" ” continuation statements) under the UCC with respect to the security interests granted hereby, (c) filing or cooperating with Secured Party in filing any forms or other documents required to be recorded with the United States Patent and Trademark Office, United States Copyright Office, or any actions, filings, recordings or registrations in any foreign jurisdiction or under any international treaty, required to secure or protect Secured Party’s interest in the Collateral, (d) transferring the Collateral to Secured Party’s possession (if a security interest in such Collateral can be perfected only by possession), (e) at Secured Party's ’s reasonable request, placing the interest of Secured Party as lienholder on the certificate of title (or similar evidence of ownership) of any vehicle, watercraft or other item of Collateral owned by Grantor which is covered by a certificate of title (or similar evidence of ownership), (f) executing and delivering and causing the applicable depository institution, securities intermediary, commodity intermediary or issuer or nominated party under a letter of credit to execute and deliver a collateral control agreement with respect to each Deposit Account, Securities Account or Commodity Account or Letter-of-Credit Right in or to which Grantor now or hereafter has any right or interest in order to perfect the security interest created hereunder in favor of Secured Party (including giving Secured Party “control” over such Collateral within the meaning of the applicable provisions of Article 8 and Article 9 of the UCC), (g) at Secured Party’s reasonable request, executing and delivering or causing to be delivered written notice to insurers of Secured Party's ’s security interest in, or claim in or under, any policy of insurance (including unearned premiums) and (ch) at Secured Party's ’s reasonable request, using its best efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located. Secured Party may at any time and from time to time file financing statements, continuation statements (including “in lieu” continuation statements) and amendments thereto that describe the Collateral as all assets of Grantor or words of similar effect. Any such financing statements, continuation statements or amendments may be signed by Secured Party on behalf of Grantor and may be filed at any time in any jurisdiction. Grantor also hereby authorizes Secured Party to file any such financing or continuation statement (including "“in lieu" ” continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than $10,000, shall be duly endorsed in a manner reasonably satisfactory to Secured Party and delivered to Secured Party promptly and in any event within five (5) business days of Grantor's ’s receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Secured Party, and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further action as Secured Party may reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant of a security interest to Secured Party in any Collateral Contract held by Grantor or in which Grantor has any right or interest not heretofore assigned, (b) executing, delivering and causing to be filed any financing or continuation statements (including "“in lieu" continuation lieu”continuation statements) under the UCC with respect to the security interests granted hereby, (c) filing or cooperating with Secured Party in filing any forms or other documents required to be recorded with the United States Patent and Trademark Office, United States Copyright Office, or any actions, filings, recordings or registrations in any foreign jurisdiction or under any international treaty, required to secure or protect Secured Party’s interest in Grantor’s Collateral, (d) transferring Grantor’s Collateral to Secured Party’s possession (if a security interest in such Collateral can be perfected by possession), (e) at Secured Party's ’s reasonable request, placing the interest of Secured Party as lienholder on the certificate of title (or similar evidence of ownership) of any vehicle, watercraft or other Equipment constituting Collateral owned by Grantor which is covered by a certificate of title (or similar evidence of ownership), (f) executing and delivering and causing the applicable depository institution, securities intermediary, commodity intermediary or issuer or nominated party under a letter of credit to execute and deliver a collateral control agreement with respect to each new Deposit Account, Securities Account or Commodity Account or Letter-of-Credit Right in or to which Grantor has any right or interest in order to perfect the security interest created hereunder in favor of Secured Party (including giving Secured Party “control”over such Collateral within the meaning of the applicable provisions of Article 8 and Article 9 of the UCC), (g) at Secured Party’s reasonable request, executing and delivering or causing to be delivered written notice to insurers of Secured Party's ’s security interest in, or claim in or under, any policy of insurance (including unearned premiums) and (cg) at Secured Party's ’s reasonable request, using its best efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located. Grantor also hereby authorizes Secured Party to file any such financing or continuation statement (including "“in lieu" continuation lieu”continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than $10,00025,000, shall be duly endorsed in a manner reasonably satisfactory to Secured Party and delivered to Secured Party promptly and in any event within five (5) business days of Grantor's ’s receipt thereof. 15. 7.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of the Secured Party, and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments financing statements, fixture filings, security agreements, pledges, assignments, endorsements of certificates of title, mortgages, deeds of trust, opinions of counsel, and all other documents (collectively, the “Additional Documents”) and take such further action as the Secured Party may reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best commercially reasonable efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant of a security interest to the Secured Party in any Collateral Contract held by Grantor or in which Grantor has any right or interest not heretofore assigned, ; (b) executing, delivering and causing to be filed any financing or continuation statements (including "“in lieu" ” continuation statements) under the UCC with respect to the security interests granted hereby; (c) filing or cooperating with the Secured Party in filing any forms or other documents required to be recorded with the United States Patent and Trademark Office, United States Copyright Office or similar offices in overseas jurisdictions, or any actions, filings, recordings or registrations in any foreign jurisdiction or under any international treaty, required to secure or protect the Secured Party’s interest in Grantor’s Collateral; (d) transferring Grantor’s Collateral to the Secured Party’s possession (only if a security interest in such Collateral can be perfected by possession); (e) at Secured Party's ’s reasonable request, placing the interest of the Secured Party as lienholder on the certificate of title (or similar evidence of ownership) of any vehicle, watercraft or other Equipment constituting Collateral owned by Grantor which is covered by a certificate of title (or similar evidence of ownership); (f) at Secured Party’s reasonable request, executing and delivering or causing to be delivered written notice to insurers of the Secured Party's ’s security interest in, or claim in or under, any policy of insurance (including unearned premiums) ); and (cg) at the Secured Party's ’ reasonable request, using its best commercially reasonable efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located. Secured Party may at any time and from time to time file Additional Documents that describe the Collateral as all assets of Grantor or words of similar effect. To the maximum extent permitted by law, any Additional Documents may be signed by Secured Party on behalf of Grantor and may be filed at any time in any jurisdiction. Grantor also hereby authorizes Secured Party to file any such financing or continuation statement Additional Documents (including "“in lieu" ” continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than twenty-five thousand dollars ($10,00025,000), shall be duly endorsed in a manner reasonably satisfactory to the Secured Party and delivered to the Secured Party promptly and in any event within five (5) business days of Grantor's ’s receipt thereof.

Further Assurances; Pledge of Instruments. At any time and from time to time, upon the written request of Secured Party, and at the sole expense of Grantor, Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further action as Secured Party may reasonably deem necessary or desirable to obtain the full benefits of this Security Agreement, including, without limitation, (a) using its best efforts to secure all consents and approvals, including such consent as described in Section 3(b) hereof, approvals necessary or appropriate for the grant of a security interest to Secured Party in any Collateral Contract held by Grantor or in which Grantor has any right or interest not heretofore assigned, (b) executing, delivering and causing to be filed any financing or continuation statements (including "in lieu" continuation statements) under the UCC with respect to the security interests granted hereby, (c) filing or cooperating with Secured Party in filing any forms or other documents required to be recorded with the United States Patent and Trademark Office, United States Copyright Office, or any actions, filings, recordings or registrations in any foreign jurisdiction or under any international treaty, required to secure or protect Secured Party's interest in Grantor's Collateral, (d) transferring Grantor's Collateral to Secured Party's possession (if a security interest in such Collateral can be perfected by possession), (e) at Secured Party's reasonable request, placing the interest of Secured Party as lienholder on the certificate of title (or similar evidence of ownership) of any vehicle, watercraft or other Equipment constituting Collateral owned by Grantor which is covered by a certificate of title (or similar evidence of ownership), (f) executing and delivering and causing the applicable depository institution, securities intermediary, commodity intermediary or issuer or nominated party under a letter of credit to execute and deliver a collateral control agreement with respect to each new Deposit Account, Securities Account or Commodity Account or Letter-of-Credit Right in or to which Grantor has any right or interest in order to perfect the security interest created hereunder in favor of Secured Party (including giving Secured Party "control" over such Collateral within the meaning of the applicable provisions of Article 8 and Article 9 of the UCC), (g) at Secured Party's reasonable request, executing and delivering or causing to be delivered written notice to insurers of Secured Party's security interest in, or claim in or under, any policy of insurance (including unearned premiums) and (cg) at Secured Party's reasonable request, using its best efforts to obtain acknowledgments from bailees having possession of any Collateral and waivers of liens from landlords and mortgagees of any location where any of the Collateral may from time to time be stored or located. Grantor also hereby authorizes Secured Party to file any such financing or continuation statement (including "in lieu" continuation statements) without the signature of Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business and any Instrument in the outstanding or stated amount of less than $10,00025,000, shall be duly endorsed in a manner reasonably satisfactory to Secured Party and delivered to Secured Party promptly and in any event within five (5) business days of Grantor's receipt thereof.