You grant us a security interest in the Collateral to secure the payment of the Amount You Owe Us.

Continuing Security Interest; Further Actions. This Agreement shall create a continuing First Priority lien and security interest in the Collateral and shall # subject to Section 17, remain in full force and effect until payment and performance in full of the Secured Obligations, # be binding upon the Grantor, its successors and assigns, and # inure to the benefit of the Secured Party and its successors, transferees and assigns; provided that the Grantor may not assign or otherwise transfer any of its rights or obligations under this Agreement without the prior written consent of the Secured Party. Without limiting the generality of the [foregoing clause (c)], any assignee of the Secured Party's interest in any agreement or document which includes all or any of the Secured Obligations shall, upon assignment of the Notes, become vested with all the benefits granted to the Secured Party herein with respect to such Secured Obligations.

Continuing Security Interest. This Agreement creates an assignment, pledge, charge, continuing perfected first priority security interest in, and general Lien upon, the Collateral and shall # remain in full force and effect until all Obligations have been indefeasibly paid in full in cash, # be binding upon the Debtor and its successors, permitted transferees, and permitted assigns, and # inure, together with the rights and remedies of the Secured Party hereunder, to the benefit of the Secured Party and its successors, transferees, and assigns.

Continuing Security Interest; Further Actions. This Agreement shall create a continuing First Priority lien and security interest in the Collateral and shall # subject to Section 17, remain in full force and effect until payment and performance in full of the Secured Obligations, # be binding upon the Grantor, its successors and assigns, and # inure to the benefit of the Secured Party and its successors, transferees and assigns; provided that the Grantor may not assign or otherwise transfer any of its rights or obligations under this Agreement without the prior written consent of the Secured Party. Without limiting the generality of the [foregoing clause (c)], any assignee of the Secured Party’s interest in any agreement or document which includes all or any of the Secured Obligations shall, upon assignment, become vested with all the benefits granted to the Secured Party herein with respect to such Secured Obligations.

Continuing Security Interest. This Agreement creates an assignment, pledge, charge, continuing perfected first priority security interest in, and general Lien upon, the Collateral and shall # remain in full force and effect until all Obligations have been indefeasibly paid in full in cash, # be binding upon the Debtor and its successors, permitted transferees, and permitted assigns, and # inure, together with the rights and remedies of the Secured Party hereunder, to the benefit of the Secured Party and its successors, transferees, and assigns.

This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Collateral in favor of the Administrative Agent, on behalf of the Secured Parties, which security interest is prior to all other Liens (except for Permitted Liens), and is enforceable as such against creditors of and purchasers from the Borrower.

Continuing Security Interest. This Agreement creates an assignment, pledge, charge, continuing perfected first priority security interest in, and general Lien upon, the Collateral and shall # remain in full force and effect until all Obligations have been indefeasibly paid in full in cash, # be binding upon the Debtor and its successors, permitted transferees, and permitted assigns, and # inure, together with the rights and remedies of the Secured Party hereunder, to the benefit of the Secured Party and its successors, transferees, and assigns.

Continuing Security Interest. This Agreement creates an assignment, pledge, charge, continuing perfected first priority security interest in, and general Lien upon, the Collateral and shall # remain in full force and effect until all Obligations have been indefeasibly paid in full in cash, # be binding upon the Debtor and its successors, permitted transferees, and permitted assigns, and # inure, together with the rights and remedies of the Secured Party hereunder, to the benefit of the Secured Party and its successors, transferees, and assigns.

Continuing Security Interest; Termination. This Section 2.12 shall create a continuing pledge of and security interest in the Account Collateral and shall remain in full force and effect until indefeasible payment in full of the Secured Obligations. Upon indefeasible payment in full of the Secured Obligations, Borrowers shall be entitled to the return, upon its request and at its expense, of such of the Account Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof, and, upon indefeasible payment in full of the Secured Obligations, Lender shall release any funds then held by Lender in accounts established by Borrowers with Lender pursuant to this Agreement and shall execute such instruments and documents as may be reasonably requested by Borrowers to evidence such termination and the release of the pledge and lien granted hereunder or under the other Loan Documents; provided, however, that Borrowers shall simultaneously pay on demand upon presentation of invoices, all of Lender’s out-of-pocket expenses in connection therewith (including reasonable attorneys’ fees and disbursements).

Continuing Security Interest. This Agreement creates an assignment, pledge, charge, continuing perfected first priority security interest in, and general Lien upon, the Collateral and shall # remain in full force and effect until all Obligations have been indefeasibly paid in full in cash, # be binding upon the Debtor and its successors, permitted transferees, and permitted assigns, and # inure, together with the rights and remedies of the Secured Party hereunder, to the benefit of the Secured Party and its successors, transferees, and assigns.