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Further Assurances. Each Loan Party will, and will cause each of the other Loan Parties to, at any time upon the reasonable request of Agent, execute or deliver to Agent any and all financing statements, fixture filings, security agreements, pledges, assignments, mortgages, deeds of trust, and all other documents (the “Additional Documents”) that Agent may reasonably request in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect Agent’s Liens in all of the assets of each of the Loan Parties (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal) (other than any assets expressly excluded from the Collateral (as defined in the Guaranty and Security Agreement) pursuant to Section 3 of the Guaranty and Security Agreement), and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents in each case, subject to any exclusion or qualification expressly set forth herein or in any other Loan Document. In furtherance of the foregoing, to the maximum extent permitted by applicable law, but subject to any applicable provisions of the Security Documents, if any Borrower or any other Loan Party refuses or fails to execute or deliver any reasonably requested Additional Documents within a reasonable period of time not to exceed five Business Days (or such longer period of time as Agent may agree in its Permitted Discretion) following the request to do so, each Borrower and each other Loan Party hereby authorizes Agent to execute any such Additional Documents in the applicable Loan Party’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In furtherance of, and not in limitation of, the foregoing, each Loan Party shall take such actions as Agent may reasonably request from time to time to ensure that the Obligations are guaranteed by the Guarantors and are secured by substantially all of the assets of the Loan Parties, including all of the outstanding capital Equity Interests of its Restricted Subsidiaries (in each case, other than with respect to any assets expressly excluded from the Collateral (as defined in the Guaranty and Security Agreement) pursuant to Section 3 of the Guaranty and Security Agreement).

Further Assurances. Each Loan PartyBorrower will, and will cause each of the other Loan Parties to, at any time upon the reasonable request of Agent, execute or deliver to Agent any and all joinder agreements, financing statements, fixture filings, security agreements, pledges, assignments, mortgages, deeds of trust,assignments and all other documents (the Additional Documents“Additional Documents”) that Agent may reasonably request in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect Agent’Agent’s Liens in all ofon the assets of each of the Loan PartiesCollateral (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal) (other than any assets expressly excluded from the Collateral (as defined in the Guaranty and Security Agreement) pursuant to Section 3 of the Guaranty and Security Agreement)intangible), and in order to fully consummate all of the transactions contemplated hereby and under the other Loan DocumentsDocuments, subject in each case, subjectall cases to any exclusion or qualification expresslylimitations set forth herein or in anythis Agreement and the other Loan Document. In furtherance of the foregoing, toDocuments (including Section 5.11). To the maximum extent permitted by applicable law, but subject to any applicable provisions of the Security Documents, if any Borrower or any other Loan Party refuses or fails to execute or deliver any reasonably requested Additional Documents within a reasonable period of time not to exceed five Business Days (or such longer period of time as Agent may agree in its Permitted Discretion) following the request to do so, each Borrower and each other Loan Party hereby authorizes Agent to execute any such Additional Documents in the applicable Loan Party’Party’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In furtherance of, and not in limitation of, the foregoing, each Loan Party shall take such actions as Agent may reasonably request from time to time to ensure that the Obligations are guaranteedguarantied by the Guarantors and are secured by substantially all of the assets of the Loan Parties, including all of the outstanding capital Equity Interests of its Restricted Subsidiaries (in each case, other than with respect to any assets expressly excluded from the Collateral (as defined in the Guaranty and Security Agreement) pursuant to Section 3 of the Guaranty and Security Agreement).such Loan Parties.

Further Assurances. EachExcept as otherwise provided herein or in the other Loan PartyDocuments, Borrower will, and will cause each of theParent and each other Loan PartiesParty to, at any time upon the reasonable request of Agent, execute or deliver to Agent any and all financing statements, fixture filings, security agreements, pledges, assignments, mortgages, deeds of trust, opinions of counsel, and all other documents (the Additional Documents"Additional Documents") that Agent may reasonably request in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect Agent’Agent's Liens in 100% of the Equity Interests of Borrower all of the assets of Borrower and each other Subsidiary of the Loan PartiesParent (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal) (other than, to create and perfect Liens in favor of Agent in any assets expressly excluded from the Collateral (as definedReal Property acquired by Borrower or any other Loan Party with a fair market value in the Guaranty and Security Agreement) pursuant to Section 3excess of the Guaranty and Security Agreement),$500,000, and in order to fully consummate all of the transactions contemplated hereby and under the other Loan Documents in each case, subjectDocuments; provided that the foregoing shall not apply to any exclusionSubsidiary of Parent that is a CFC if providing such documents would result in adverse tax consequences or qualification expressly set forth herein orthe costs to the Loan Parties of providing such documents are unreasonably excessive (as determined by Agent in any other Loan Document. In furtheranceconsultation with Borrower) in relation to the benefits to Agent and the Lenders of the foregoing, tosecurity afforded thereby. To the maximum extent permitted by applicable law, but subject to any applicable provisions of the Security Documents, if anyParent, Borrower or any other Loan Party refuses or fails to execute or deliver any reasonably requested Additional Documents within a reasonable period of time not to exceed five Business Days (or such longer period of time as Agent may agree in its Permitted Discretion) following the request to do so, each Borrower and each other Loan Party hereby authorizes Agent to execute any such Additional Documents in Parent's or the applicable Loan Party’Party's name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In furtherance of, and not in limitation of, the foregoing, each Loan Party shall take such actions as Agent may reasonably request from time to time to ensure that the Obligations are guaranteed by the Guarantors and are secured by substantially all of the assets of the Loan Parties,Borrower and each other Subsidiary of Parent, including all of the outstanding capital Equity Interests of its Restricted Subsidiaries (in each case, other thanSubsidiary of Parent (subject to exceptions and limitations contained in the Loan Documents with respect to any assets expressly excluded from the Collateral (as defined in the Guaranty and Security Agreement) pursuant to Section 3 of the Guaranty and Security Agreement)CFCs).

Further Assurances. Each Loan Party will, and will cause each of the other Loan Parties to, atAt any time or from time to time upon the reasonable request of Agent, Borrower shall, and shall cause each other Loan Party to, execute orand deliver to Agent anysuch further documents and all financing statements, fixture filings, security agreements, pledges, assignments, mortgages, deeds of trust,do such other acts and all other documents (the “Additional Documents”) thatthings as Agent may reasonably request in form and substance reasonably satisfactory to Agent, to create, perfect, and continue perfected or to better perfect Agent’s Liens in all of the assets of each of the Loan Parties (whether now owned or hereafter arising or acquired, tangible or intangible, real or personal) (other than any assets expressly excluded from the Collateral (as defined in the Guaranty and Security Agreement) pursuant to Section 3 of the Guaranty and Security Agreement), and in order to effect fully consummate allthe purposes of the transactions contemplated hereby and underthis Agreement or the other Loan Documents in each case, subjectand to any exclusion or qualification expressly set forth herein or in any other Loan Document. In furtheranceprovide for payment of the foregoing, toLoans made hereunder, with interest thereon, in accordance with the maximum extent permitted by applicable law, but subject to any applicable provisionsterms of the Security Documents, if any Borrower or any other Loan Party refuses or fails to execute or deliver any reasonably requested Additional Documents within a reasonable period of time not to exceed five Business Days (or such longer period of time as Agent may agree in its Permitted Discretion) following the request to do so, each Borrower and each other Loan Party hereby authorizes Agent to execute any such Additional Documents in the applicable Loan Party’s name and authorizes Agent to file such executed Additional Documents in any appropriate filing office. In furtherance of, and not in limitation of, the foregoing, each Loan Party shall take such actions as Agent may reasonably request from time to time to ensure that the Obligations are guaranteed by the Guarantors and are secured by substantially all of the assets of the Loan Parties, including all of the outstanding capital Equity Interests of its Restricted Subsidiaries (in each case, other than with respect to any assets expressly excluded from the Collateral (as defined in the Guaranty and Security Agreement) pursuant to Section 3 of the Guaranty and Security Agreement).this Agreement.

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