Common use of Future Collateral Clause in Contracts

Future Collateral. So long as any Notes remain outstanding, if at any time (a "Future Collateral Event Date") (i) the Company or any of its Subsidiaries receives income, proceeds or revenue relating to any Collateral pursuant to a license, agreement or other arrangement or circumstance other than the BL License (each a "Future Agreement", and the parties to such Agreement other than the Company or any of its Subsidiaries, the "Future Consenting Parties") or (ii) any income, proceeds or revenue relating to any Collateral is owed or paid directly to the Company or any Subsidiary other than the Delaware Subsidiary, then the Company shall promptly notify the Investor in writing and within ten (10) business days after such Future Collateral Event Date, (w) if such income, proceeds or revenue is owed or paid to a Subsidiary other than the Delaware Subsidiary, such Subsidiary shall duly execute and deliver a guaranty in the form of the Guarantee, (x) if such income, proceeds or revenue is owed or paid to the Company, the Company shall duly execute and/or deliver such opinions of counsel and other documents, in form and substance reasonably acceptable to the Investor to secure and perfect a security interest in such Collateral, (y) if such income, proceeds or revenue is from a Future Agreement, the parties hereto shall amend the Security Agreement and/or enter into any other necessary security documents, including, without limitation, any assignments or charges, to include such Future Agreement, and (z) the Company shall deliver to the Investor a consent of the Future Consenting Parties, in form and substance reasonably acceptable to the Investor.