Common use of Lien Documents; Collateral Generally Clause in Contracts

Lien Documents; Collateral Generally. (a) At Closing and thereafter as Lender may request from time to time in its reasonable discretion, Borrower shall execute and deliver to Lender, or have executed and delivered (all in form and substance satisfactory to Lender in its discretion) any agreements, documents, instruments, and writings deemed reasonably necessary by Lender to evidence, perfect, or protect Lender’s Lien and security interest in the Collateral, whether now owned or hereafter acquired, required under this Agreement. (b) Borrower shall bear the risk of loss on all Collateral, regardless of whether such Collateral is in the possession or control of Borrower, Lender, a bailee or any other Person. (c) Borrower hereby authorizes Lender to file all financing statements, continuations and amendments to financing statements describing the Collateral (which description may use the term “all assets” or words of similar import) in any filing office as Lender, in its discretion may determine, in each case naming Borrower as debtor. Borrower agrees to comply with the requirements of all federal and state laws and requests of Lender in order for Lender to have and maintain a valid and perfected first priority security interest in the Collateral including, without limitation, executing and causing any other person to execute such documents as Lender may require to obtain control (as defined in the UCC) over all deposit accounts, electronic chattel paper, letter of credit rights, commercial tort claims and investment property to the extent a Lien is granted to Lender on such items under the Loan Documents. (d) Borrower shall do and hereby authorizes Lender to do anything further that may be lawfully required by Lender to secure Lender’s interests in the Collateral and effectuate the intentions of this Agreement. With respect to any property leased by Borrower, upon request of Lender, Borrower shall use commercially reasonable efforts to enter into, and cause any landlord to enter into a Landlord’s Waiver and Consent in form and substance substantially similar to Exhibit E, attached hereto. (e) Borrower shall immediately deliver to Lender all items of Collateral in which Lender must take possession to obtain a perfected security interest (in each case, accompanied by stock powers, endorsements, allonges or other instruments of transfer duly executed in blank), including all notes, certificates, and documents of title, chattel paper, warehouse receipts, instruments, and other similar instruments constituting Collateral. Where Collateral is in the possession of a third party, Borrower shall join with Lender in notifying the third party of Lender’s security interests and obtain an acknowledgement from the third party that it is holding the Collateral for the benefit of Lender. (f) Borrower shall not create any chattel paper without placing a legend on the chattel paper acceptable to Lender indicating that Lender has a security interest in the chattel paper. (g) Borrower shall promptly, and in any event within two (2) Business Days after the same is acquired by Borrower, notify Lender of any (i) commercial tort claim with a claimed amount in excess of $50,000 acquired by Borrower, (ii) Account with a value in excess of $50,000 evidenced or secured by an instrument or chattel paper or has been reduced to judgment, and (iii) additions to the Collateral located in Iceland the book value of which exceeds $125,000 in the aggregate. Borrower shall promptly deliver any such instrument or chattel paper to Lender, assign such judgment to Lender or deliver all amendments and modifications to the filings made in the Icelandic filing office (in the correct form for filing in Icelandic filing office) together with the funds necessary to pay all stamp taxes and other fees, costs and expenses in connection with the filing of such amendment or modification to such Icelandic filings to Lender, as the case may be, such that Lender shall have a first priority perfected security interest and lien upon such commercial tort claim, instrument, chattel paper or judgment, or additional Collateral, as the case may be.

Lien Documents; Collateral Generally. (a) At Closing and thereafter as Lender may request from time to time in its reasonable discretiondeems reasonably necessary, Borrower shall execute and deliver to Lender, or have executed and delivered (all in form and substance satisfactory to Lender in its discretion) any agreements, documents, instruments, and writings deemed reasonably necessary by Lender or as Lender may otherwise request from time to time in its reasonable discretion to evidence, perfect, or protect Lender’s Lien and security interest in the Collateral, whether now owned or hereafter acquired, Collateral required under this Agreement. (b) Borrower shall bear the risk of loss on all Collateral, regardless of whether such Collateral is in the possession or control of Borrower, Lender, a bailee or any other Person. (c) Lender is hereby authorized to file financing statements naming each Borrower as debtor, in accordance with the UCC, and if necessary, to the extent applicable, to otherwise file financing statements without such Borrower’s signature if permitted by law. Each Borrower hereby authorizes Lender to file all financing statements, continuations statements and amendments to financing statements describing the Collateral (which description may use the term “all assets” or words of similar import) in any filing office as Lender, in its discretion may determine, in each case naming Borrower as debtor. Each Borrower agrees to comply with the requirements of all federal and state laws and requests of Lender in order for Lender to have and maintain a valid and perfected first priority security interest in the Collateral including, without limitation, executing and causing any other person to execute such documents as Lender may require to obtain control (as defined in the UCC) over all deposit accounts, electronic chattel paper, letter of credit rights, commercial tort claims and investment property to the extent a Lien is granted to Lender on such items under the Loan Documents. Each Borrower, by joining in the Loan Documents, specifically joins in this Section as if this Section were a part of each Loan Documents executed by the Borrower. (d) Borrower shall do and hereby authorizes Lender to do anything further that may be lawfully required by Lender to secure Lender’s interests in the Collateral Lender and effectuate the intentions and objects of this Agreement. With respect , including but not limited to any property leased by Borrowerthe execution and delivery of lockbox agreements, upon request of Lendercontinuation statements, Borrower shall use commercially reasonable efforts amendments to enter intofinancing statements, and cause any landlord to enter into a Landlord’s Waiver and Consent in form and substance substantially similar to Exhibit E, attached hereto.other documents required under this Agreement; (e) At Lender’s request, Borrower shall immediately deliver to Lender all items of Collateral in for which Lender must take receive possession to obtain a perfected security interest (in each case, accompanied by stock powers, endorsements, allonges or other instruments of transfer duly executed in blank); (f) Borrower shall, including on Lender’s demand, deliver to Lender all notes, certificates, and documents of title, chattel paper, warehouse receipts, instruments, and any other similar instruments constituting Collateral. Where ; (g) Borrower shall, where Collateral is in the possession of a third party, Borrower shall join with Lender in notifying the third party of Lender’s security interests and obtain obtaining an acknowledgement from the third party that it is holding the Collateral for the benefit of Lender.; (fh) Borrower shall cooperate with Lender in obtaining control (pursuant to written agreements establishing such control in form and substance satisfactory to Lender) with respect to Collateral consisting of deposit accounts, investment property, letter of credit rights, electronic chattel paper and any other portion of the Collateral for which control is required in order to perfect a security interest; (i) Borrower shall not create any chattel paper without placing a legend on the chattel paper acceptable to Lender indicating that Lender has a security interest in the chattel paper.; (gj) Borrower shall promptly, and in any event within two (2) Business Days after the same is acquired by Borrower, notify Lender of any (i) commercial tort claim with a claimed amount in excess of $50,000 500,000 acquired by BorrowerBorrower and unless otherwise consented to in writing by Lender, Borrower shall enter into a written supplement to this Agreement (iiin form and substance satisfactory to Lender) granting to Lender a security interest in such commercial tort claim as part of the Collateral; and (k) Borrower shall promptly notify Lender if an Account with a value in excess of $50,000 becomes evidenced or secured by an instrument or chattel paper or has been reduced to judgment, and (iii) additions to the Collateral located in Iceland the book value upon request of which exceeds $125,000 in the aggregate. Borrower shall Lender, will promptly deliver any such instrument or chattel paper to Lender, Lender and assign such judgment to Lender or deliver all amendments and modifications Lender, each to the filings made in the Icelandic filing office (in the correct form for filing in Icelandic filing office) together with the funds necessary to pay all stamp taxes and other fees, costs and expenses in connection with the filing of such amendment or modification to such Icelandic filings to Lender, as the case may be, such effect that Lender shall have a first lien priority perfected security interest and lien upon such commercial tort claim, instrument, chattel paper or and judgment, or additional Collateral, as the case may be.

Lien Documents; Collateral Generally. (a) At Closing and thereafter as Lender may request from time to time deems necessary in its reasonable discretion, Borrower shall execute and deliver to Lender, or have executed and delivered (all in form and substance reasonably satisfactory to Lender in its discretion) any agreements, documents, instruments, and writings deemed reasonably necessary by Lender or as Lender may otherwise reasonably request from time to time in its discretion to evidence, perfect, or protect Lender’s Lien and security interest in the Collateral, whether now owned or hereafter acquired, Collateral required under this Agreement. (b) Borrower shall bear the risk of loss on all Collateral, regardless of whether such Collateral is in the possession or control of Borrower, Lender, a bailee or any other Person. (c) Lender is hereby authorized to file financing statements naming each Borrower as debtor, in accordance with the UCC, and if necessary, to the extent applicable, to otherwise file financing statements without such Borrower’s signature if permitted by law. Each Borrower hereby authorizes Lender to file all financing statements, continuations statements and amendments to financing statements describing the Collateral (which description may use the term “all assets” or words of similar import) in any filing office as Lender, in its discretion may reasonably determine, in each case naming Borrower as debtor. Each Borrower agrees to comply with the requirements of all federal and state laws and requests of Lender in order for Lender to have and maintain a valid and perfected first priority security interest in the Collateral including, without limitation, executing and causing any other person to execute such documents as Lender may require to obtain control (as defined in the UCC) over all deposit accounts, electronic chattel paper, letter of credit rights, commercial tort claims and investment property to the extent a Lien is granted to Lender on such items under the Loan Documents. Each Borrower, by joining in the Loan Documents, specifically joins in this Section as if this Section were a part of each Loan Documents executed by the Borrower. (d) Borrower shall do and hereby authorizes Lender to do anything further that may be lawfully required by Lender to secure Lender’s interests in the Collateral Lender and effectuate the intentions and objects of this Agreement. With respect , including but not limited to any property leased by Borrowerthe execution and delivery of lockbox agreements, upon request of Lendercontinuation statements, Borrower shall use commercially reasonable efforts amendments to enter intofinancing statements, and cause any landlord to enter into a Landlord’s Waiver and Consent in form and substance substantially similar to Exhibit E, attached hereto.other documents required under this Agreement; (e) At Lender’s request, Borrower shall immediately deliver to Lender all items of Collateral in for which Lender must take receive possession to obtain a perfected security interest (in each case, accompanied by stock powers, endorsements, allonges or other instruments of transfer duly executed in blank); (f) Borrower shall, including on Lender’s demand, deliver to Lender all notes, certificates, and documents of title, chattel paper, warehouse receipts, instruments, and any other similar instruments constituting Collateral. Where ; (g) Borrower shall, where Collateral is in the possession of a third party, Borrower shall join with Lender in notifying the third party of Lender’s security interests and obtain obtaining an acknowledgement from the third party that it is holding the Collateral for the benefit of Lender.; (fh) Borrower shall cooperate with Lender in obtaining control (pursuant to written agreements establishing such control in form and substance satisfactory to Lender) with respect to Collateral consisting of deposit accounts, investment property, letter of credit rights, electronic chattel paper and any other portion of the Collateral for which control is required in order to perfect a security interest; (i) Borrower shall not create any chattel paper without placing a legend on the chattel paper acceptable to Lender indicating that Lender has a security interest in the chattel paper.; (gj) If any Loan Document grants or purports to grant to Lender a lien upon commercial tort claims, Borrower shall promptly, and in any event within two (2) Business Days after the same is acquired by Borrower, notify Lender of any (i) commercial tort claim with a claimed amount in excess of $50,000 acquired by BorrowerBorrower and unless otherwise consented to in writing by Lender, Borrower shall enter into a written supplement to this Agreement (iiin form and substance satisfactory to Lender) granting to Lender a security interest in such commercial tort claim as part of the Collateral; and (k) Borrower shall promptly notify Lender if an Account with a value in excess of $50,000 becomes evidenced or secured by an instrument or chattel paper or has been reduced to judgment, and (iii) additions to the Collateral located in Iceland the book value upon request of which exceeds $125,000 in the aggregate. Borrower shall Lender, will promptly deliver any such instrument or chattel paper to Lender, Lender and assign such judgment to Lender or deliver all amendments and modifications Lender, each to the filings made in the Icelandic filing office (in the correct form for filing in Icelandic filing office) together with the funds necessary to pay all stamp taxes and other fees, costs and expenses in connection with the filing of such amendment or modification to such Icelandic filings to Lender, as the case may be, such effect that Lender shall have a first lien priority perfected security interest and lien upon such commercial tort claim, instrument, chattel paper or and judgment, or additional Collateral, as the case may be.