Each Grantor (other than Parent) agrees that, should it after the Closing Date acquire, or become the exclusive licensee of, or file an application for the registration of any Registered Intellectual Property included in the Collateral (the “ After-Acquired Intellectual Property ”), (i) the provisions of Section 3 shall automatically apply thereto, (ii) any such After-Acquired Intellectual Property shall automatically become part of the Intellectual Property Collateral, and (iii) no later than the next date of delivery of financial statements pursuant to Section 7.1(a) of the Credit Agreement thereafter covering a period that includes the date on which such After-Acquired Intellectual Property is acquired or licensed or such application is filed, as the case may be (or such later date as the Administrative Agent may agree in its reasonable discretion), such Grantor shall (A) report such acquisition, license or filing to the Administrative Agent in accordance with and to the extent required by Section 7.10(c) of the Credit Agreement and (B) upon request of the Administrative Agent, subject to Section 7.10(c) of the Credit Agreement and Sections 3(b) and 3(c) hereof, execute and deliver, and have recorded with the United States Patent and Trademark Office, an Intellectual Property Security Agreement (or an amendment to any previously executed and filed Intellectual Property Security Agreement) with respect to such After-Acquired Intellectual Property, and any and all other agreements, instruments, documents, and papers as the Administrative Agent may reasonably request to evidence the Secured Parties’ security interest in any such After-Acquired Intellectual Property.