The Borrower will take all necessary action to establish and maintain, irrevocably in Borrower (i) legal and equitable title to the Transferred Receivables and the Borrower Collection Accounts and (ii) all of each Originator’s right, title and interest in the Related Security associated with the Transferred Receivables, in each case, free and clear of any Liens, other than Liens in favor of the Collateral Agent, for the benefit of the Agents and the Lenders (including, without limitation, the filing of all financing statements or other similar instruments or documents necessary under the UCC (or any comparable law) of all appropriate jurisdictions to perfect the Collateral Agent’s security interest in the Transferred Receivables, Collection Accounts and Related Security and such other action to perfect, protect or more fully evidence the security interest of the Collateral Agent as the Collateral Agent may reasonably request); provided , however , that unless and until a Default or Event of Default has occurred and is continuing, no Loan Party shall be required to take any actions to establish, maintain or perfect the Collateral Agent’s security interest in the Related Security other than the filing of financing statements under the UCC of all appropriate jurisdictions and the actions specified elsewhere in this Agreement.