UCC Uses in Authorization to File Financing Statements Clause

Authorization to File Financing Statements from Security Agreement

THIS SECURITY AGREEMENT (this Agreement), dated as of June 29, 2017, is executed by Jaguar Animal Health, Inc., a Delaware corporation (Debtor), in favor of Chicago Venture Partners, L.P., a Utah limited partnership (Secured Party).

Authorization to File Financing Statements. Debtor hereby irrevocably authorizes Secured Party at any time on or after the Effective Date to file with the Secretary of State of the State of Delaware (as well as any other state (if any) in which Debtor incorporates while the Obligations remain outstanding) any financing statements or documents having a similar effect and amendments thereto that provide any other information required by the Uniform Commercial Code (or similar law of any non-United States jurisdiction, if applicable) of such state or jurisdiction for the sufficiency or filing office acceptance of any financing statement or amendment, including whether Debtor is an organization, the type of organization and any organization identification number issued to Debtor. Debtor agrees to furnish any such information to Secured Party promptly upon Secured Partys request.

Authorization to File Financing Statements from Security Agreement

THIS SECURITY AGREEMENT (this "Agreement"), dated May 18, 2017, is made and entered into on the terms and conditions hereinafter set forth, by and between TOT Payments, LLC, a Florida limited liability company (doing business as Unified Payments), TOT New Edge, LLC, a Florida limited liability company, Process Pink, LLC, a Florida limited liability company, and TOT FBS, LLC, a Florida limited liability company (collectively, the "Debtor"), and Priority Payment Systems LLC, a Georgia limited liability company (the "Secured Party").

Authorization to File Financing Statements. The Debtor hereby irrevocably authorizes the Secured Party at any time and from time to time to file, in any jurisdiction, financing statements (including any amendments thereto) that cover the Collateral contain any other information required by the UCC, in any relevant jurisdiction, for the sufficiency or filing office acceptance of any initial financing statement or amendment.

Authorization to File Financing Statements from Amended and Restated Security Agreement

THIS AMENDED AND RESTATED SECURITY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, the Agreement) is made and entered into as of December 5, 2016, by and among (i) ALMOST FAMILY, INC., a Delaware corporation (Borrower), (ii) each of the SUBSIDIARY GUARANTORS identified as such on the signatures pages to this Agreement (together with any additional Subsidiaries of the Borrower which become parties to this Agreement by executing a supplement hereto in the form attached as Annex I, collectively with the Borrower, the Grantors), and (iii) JPMORGAN CHASE BANK, N.A., acting as Administrative Agent (Administrative Agent) pursuant to the Amended and Restated Credit Agreement dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the Credit Agreement; certain capitalized terms used in this Agreement have the meanings assigned to such terms in the Credit Agreement unless expressly otherwise d

Authorization to File Financing Statements. Each Grantor hereby irrevocably authorizes the Administrative Agent at any time and from time to time to file in any Uniform Commercial Code (UCC) jurisdiction any initial financing statements and amendments thereto that (i) indicate the Collateral (a) as all personal property of such Grantor or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the UCC as in effect in the Commonwealth of Kentucky on the date of this Agreement (UCC (organization) values">Kentucky UCC) or the UCC of any other applicable jurisdiction, or (b) as being of an equal or lesser scope or with greater detail, and (ii) contain any other information required by part 5 of Article 9 of the Kentucky UCC or the UCC of any other applicable jurisdiction for the sufficiency or filing office acceptance of any financing statement or amendment, including (x) whether such Grantor is an organization, the type of organization, and any organizational identification number issued to such Grantor and, (y) in the case of a financing statement filed as a fixture filing, a sufficient description of real property to which the Collateral relates. Each Grantor agrees to furnish any such information to Administrative Agent promptly upon request. Each Grantor also ratifies, if applicable, its authorization for the Administrative Agent to have filed any initial financing statements or amendments thereto if filed before the date of this Agreement (including, without limitation, any filings made in connection with the Existing Security Agreement).

Authorization to File Financing Statements from Loan and Security Agreement

Accounting terms not defined in this Agreement shall be construed following GAAP. Calculations and determinations must be made following GAAP. Notwithstanding the foregoing, all financial covenant calculations shall be computed with respect to the Borrower only, and not on a consolidated basis. Capitalized terms not otherwise defined in this Agreement shall have the meanings set forth in Section 13. All other terms contained in this Agreement, unless otherwise indicated, shall have the meaning provided by the Code to the extent such terms are defined therein.

Authorization to File Financing Statements. Borrower hereby authorizes Bank to file financing statements, without notice to Borrower, with all appropriate jurisdictions to perfect or protect Bank's interest or rights hereunder, including a notice that any disposition of the Collateral, by either Borrower or any other Person, shall be deemed to violate the rights of Bank under the Code. Such financing statements may indicate the Collateral as "all assets of the Debtor" or words of similar effect, or as being of an equal or lesser scope, or with greater detail, all in Bank's discretion. Upon Borrower's request, Bank will provide Borrower with copies of all UCC financing statements filed by Bank against Borrower. 5 REPRESENTATIONS AND WARRANTIES Borrower represents and warrants as to itself and each of its Subsidiaries (other than Immaterial Subsidiaries) as follows:

Authorization to File Financing Statements from Security and Pledge Agreement

THIS SECURITY AND PLEDGE AGREEMENT (this Agreement) is entered into as of October 17, 2016 among RESOURCES CONNECTION, INC., a Delaware corporation (RCI), RESOURCES CONNECTION LLC, a Delaware limited liability company (RCL and together with RCI, the Borrowers and each a Borrower), the other parties identified as Obligors on the signature pages hereto and such other parties that may become Obligors hereunder after the date hereof (together with the Borrowers, individually an Obligor, and collectively the Obligors), and BANK OF AMERICA, N.A., in its capacity as lender (in such capacity, the Lender).

Authorization to File Financing Statements. Each Obligor hereby authorizes the Lender to prepare and file such financing statements (including continuation statements) or amendments thereof or supplements thereto or other instruments as the Lender may from time to time deem necessary or appropriate in order to perfect and maintain the security interests granted hereunder in accordance with the UCC (including authorization to describe the Collateral as all personal property, all assets or words of similar meaning).

Authorization to File Financing Statements from Security and Pledge Agreement

THIS SECURITY AND PLEDGE AGREEMENT (this Agreement) is entered into as of October 17, 2016 among RESOURCES CONNECTION, INC., a Delaware corporation (RCI), RESOURCES CONNECTION LLC, a Delaware limited liability company (RCL and together with RCI, the Borrowers and each a Borrower), the other parties identified as Obligors on the signature pages hereto and such other parties that may become Obligors hereunder after the date hereof (together with the Borrowers, individually an Obligor, and collectively the Obligors), and BANK OF AMERICA, N.A., in its capacity as lender (in such capacity, the Lender).

Authorization to File Financing Statements. Each Obligor hereby authorizes the Lender to prepare and file such financing statements (including continuation statements) or amendments thereof or supplements thereto or other instruments as the Lender may from time to time deem necessary or appropriate in order to perfect and maintain the security interests granted hereunder in accordance with the UCC (including authorization to describe the Collateral as all personal property, all assets or words of similar meaning).

Authorization to File Financing Statements from Security Agreement

THIS SECURITY AGREEMENT, dated as of July 11, 2016 (as amended, modified, restated or supplemented from time to time, this "Security Agreement"), is by and among SPX FLOW, INC., a Delaware corporation (the "Parent Borrower"), and the other parties identified as "Grantors" on the signature pages hereto and such other parties that may become Grantors after the date hereof (together with the Parent Borrower, individually a "Grantor", and collectively the "Grantors") and Bank of America, N.A., as administrative agent (in such capacity, the "Administrative Agent") for the Secured Parties (as defined below).

Authorization to File Financing Statements. Each Grantor hereby authorizes the Administrative Agent to prepare and file such financing statements (including continuation statements) or amendments thereof or supplements thereto or other instruments as the Administrative Agent may from time to time deem necessary or appropriate in order to perfect and maintain the security interests granted hereunder in accordance with the UCC (including authorization to describe the Collateral as "all personal property", "all assets" or words of similar meaning).

Authorization To File Financing Statements from Security Agreement

SECURITY AGREEMENT (this Security Agreement), dated as of April 1, 2014, among SCIOTO ACQUISITION, INC., a Delaware corporation (Parent), SCIOTO MERGER SUB, INC., a Delaware corporation (the Initial Borrower), MEDPACE HOLDINGS, INC., a Delaware corporation (the Borrower), each other direct or indirect subsidiary of the Borrower party hereto on the date hereof and each Additional Grantor (as defined below) from time to time party hereto (together, the Grantors and each, a Grantor), and JEFFERIES FINANCE LLC, as administrative agent (in such capacity, the Administrative Agent) for the Secured Parties (as defined in the Credit Agreement referred to below).

Authorization To File Financing Statements. Each Grantor hereby irrevocably authorizes the Administrative Agent at any time and from time to time to file in any jurisdiction in which such Grantor is located for purposes of the UCC (or any other jurisdiction within the United States that such filing may be necessary to perfect the Security Interest) any initial financing statements and amendments thereto and continuation thereof that (a) indicate the Collateral (i) as all assets of such Grantor or words of similar effect, regardless of whether any particular asset included in the Collateral falls within the scope of Article 9 of the NYUCC or such jurisdiction, or (ii) as being of an equal or lesser scope or with greater detail, and (b) contain any other information required by part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any initial financing statement or amendment, including (i) whether such Grantor is an organization, the type of organization and any organization identification number issued to such Grantor and, (ii) in the case of a financing statement filed as a fixture filing or indicating Collateral as timber to be cut or as-extracted collateral, a sufficient description of real property to which such Collateral relates. Each Grantor agrees to furnish any such information to the Administrative Agent promptly upon request. Each Grantor also ratifies its authorization for the Administrative Agent to have filed in any such jurisdiction any like initial financing statements or amendments thereto if filed prior to the date hereof.

Authorization to File Financing Statements

Reference is made to the Intercreditor Agreement, dated as of February 10, 2016, between CITIBANK, N.A., as Priority Lien Agent (as defined therein), and U.S. BANK NATIONAL ASSOCIATION, as Second Lien Collateral Agent (as defined therein) (the "Intercreditor Agreement"). Each Person that is secured hereunder, by accepting the benefits of the security provided hereby, (i) consents (or is deemed to consent), to the subordination of Liens provided for in the Intercreditor Agreement, (ii) agrees (or is deemed to agree) that it will be bound by, and will take no actions contrary to, the provisions of the Intercreditor Agreement, (iii) authorizes (or is deemed to authorize) the Second Lien Collateral Agent on behalf of such Person to enter into, and perform under, the Intercreditor Agreement and (iv) acknowledges (or is deemed to acknowledge) that a copy of the Intercreditor Agreement was delivered, or made available, to such Person.

Authorization to File Financing Statements. Each Issuer hereby irrevocably authorizes the Collateral Agent at any time and from time to time to file in any UCC jurisdiction any initial financing statements and amendments thereto that (a) indicate the Collateral (i) as all assets of such Issuer or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article or Chapter 9 of the UCC, or (ii) as being of an equal or lesser scope with greater detail and (b) contain any other information required by Subchapter E of Article 9 of the UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (A) whether such Issuer is an organization, the type of organization and any organization identification number issued to such Issuer and (B) 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 real property to which the Collateral relates. Each Issuer hereby irrevocably authorizes the Collateral Agent at any time and from time to time to file in the United States Patent and Trademark Office, the United States Copyright Office or any other Governmental Authority this Security Agreement or document of similar import signed by such Issuer (including without limitation a short form of security agreement satisfactory to the Collateral Agent and such Issuer) or true and correct copy thereof. Each Issuer agrees to furnish any such information to the Collateral Agent promptly upon request.

Authorization to File Financing Statements

Reference is made to the Intercreditor Agreement, dated as of February 10, 2016, between CITIBANK, N.A., as Priority Lien Agent (as defined therein), and U.S. BANK NATIONAL ASSOCIATION, as Second Lien Collateral Agent (as defined therein) (the "Intercreditor Agreement"). Each Person that is secured hereunder, by accepting the benefits of the security provided hereby, (i) consents (or is deemed to consent), to the subordination of Liens provided for in the Intercreditor Agreement, (ii) agrees (or is deemed to agree) that it will be bound by, and will take no actions contrary to, the provisions of the Intercreditor Agreement, (iii) authorizes (or is deemed to authorize) the Second Lien Collateral Agent on behalf of such Person to enter into, and perform under, the Intercreditor Agreement and (iv) acknowledges (or is deemed to acknowledge) that a copy of the Intercreditor Agreement was delivered, or made available, to such Person.

Authorization to File Financing Statements. Each Debtor hereby irrevocably authorizes the Collateral Agent at any time and from time to time to file in any UCC jurisdiction any initial financing statements and amendments thereto that (a) indicate the Collateral (i) as all assets of such Debtor or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article or Chapter 9 of the UCC, or (ii) as being of an equal or lesser scope with greater detail and (b) contain any other information required by Subchapter E of Article 9 of the UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (A) whether such Debtor is an organization, the type of organization and any organization identification number issued to such Debtor and (B) 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 real property to which the Collateral relates. Each Debtor hereby irrevocably authorizes the Collateral Agent at any time and from time to time to file in the United States Patent and Trademark Office, the United States Copyright Office or any other Governmental Authority this Security Agreement or document of similar import signed by such Debtor (including without limitation a short form of security agreement satisfactory to the Collateral Agent and such Debtor) or true and correct copy thereof. Each Debtor agrees to furnish any such information to the Collateral Agent promptly upon request. SECOND LIEN PLEDGE AND SECURITY AGREEMENT - Page 8