the results of searches for any effective UCC financing statements, tax Liens or judgment Liens filed against any Loan Party or its property, which results shall not show any such Liens (other than Permitted Liens).

Taxes, fees and other charges for # lien and title searches and title insurance and # recording any mortgages, filing financing statements and continuations, and other actions to perfect, protect, and continue the Administrative Agent’s Liens;

searches of ownership of Intellectual Property in the appropriate governmental offices and such patent/trademark/copyright filings as requested by the [[Administrative Agent:Organization]] in order to perfect the [[Administrative Agent:Organization]]’s security interest in the Intellectual Property;

the Administrative Agent shall have received searches of filings in the applicable filing offices and new Filings in connection with the security interests granted by the New Fund Group Borrowers and the New [[General Partners:Organization]], and reasonably acceptable to the Administrative Agent;

Uniform Commercial Code, judgment, federal and state tax lien searches against each Borrower, at the Borrower’s expense, showing that the Collateral is not subject to any Liens except for Permitted Liens, together with Good Standing Certificates from each Borrower’s state of creation.

The Bank shall have received lien searches (including Uniform Commercial Code, judgments, bankruptcy and taxes) in form and scope satisfactory to the Bank with respect to the Borrower showing no existing Liens on the property of the Borrower except as permitted under the Credit Agreement;

Agent shall have received acknowledgments of all filings or recordations necessary to perfect its Liens in the Collateral, as well as UCC and Lien searches and other evidence satisfactory to Agent that such Liens are the only Liens upon the Collateral, except Permitted Liens.

Section # Expenses of Lender. Borrower will, on demand, reimburse Lender for any and all expenses, fees, taxes, or other costs (including, without limitation, # expenses for lien searches and other due diligence searches, # any recordation tax, indebtedness tax, documentary stamp tax, intangible tax, or similar tax due in connection with the Loan or any security instrument related to the Loan, # any recording fees or other costs due in connection with any security instrument related to the Loan, and # the reasonable fees and expenses of legal counsel for Lender) incurred in connection with the enforcement of this Agreement and the Collateral Documents and the collection or attempted collection of the Note and the other Obligations.

Security Interest. Evidence that all other actions necessary or, in the opinion of [[Organization B:Organization]], desirable to perfect and protect [[Organization B:Organization]]’s interest in the Purchased Assets and other Repurchase Assets have been taken, including, without limitation, UCC searches and duly authorized and filed Uniform Commercial Code financing statements on Form UCC-1.

Nonsolicitation. For a period of twelve (12) months after the Termination Date, Executive shall not employ or retain or solicit for employment or arrange to have any other person, firm, or other entity employ or retain or solicit for employment or otherwise participate in the employment or retention of any person who is an employee or consultant of the Company or any subsidiary thereof. Nothing in the foregoing shall preclude Executive’s rights to make generalized searches for employees by use of media advertisements that do not specifically target such individuals.