PARTY AND OBLIGOR AS DEBTOR, AS SECURED PARTY MAY REQUIRE, AND INCLUDING ANY
OTHER INFORMATION WITH RESPECT TO OBLIGOR OR OTHERWISE REQUIRED BY PART 5 OF
ARTICLE 9 OF THE UCC OF SUCH JURISDICTIONS AS SECURED PARTY MAY DETERMINE,
TOGETHER WITH ANY AMENDMENT AND CONTINUATIONS WITH RESPECT THERETO, WHICH
AUTHORIZATION SHALL APPLY TO ALL FINANCING STATEMENTS FILED ON OR AFTER THE DATE
HEREOF.
OBLIGOR AUTHORIZES SECURED PARTY TO ADOPT ON BEHALF OF OBLIGOR ANY
SYMBOL REQUIRED FOR AUTHENTICATING ANY ELECTRONIC FILING.
IN NO EVENT SHALL
OBLIGOR AT ANY TIME FILE, OR PERMIT OR CAUSE TO BE FILED, ANY CORRECTION
STATEMENT OR TERMINATION STATEMENT WITH RESPECT TO ANY FINANCING STATEMENT (OR
AMENDMENT OR CONTINUATION WITH RESPECT THERETO) NAMING SECURED PARTY OR ITS
DESIGNEE AS SECURED PARTY AND OBLIGOR AS DEBTOR.
(II)
OBLIGOR SHALL TAKE ANY OTHER ACTIONS
REASONABLY REQUESTED BY SECURED PARTY FROM TIME TO TIME TO CAUSE THE ATTACHMENT
AND PERFECTION OF, AND THE ABILITY OF SECURED PARTY TO ENFORCE, THE SECURITY
INTEREST OF SECURED PARTY IN THE COLLATERAL.
2.
COVENANTS RELATING TO COLLATERAL; INDEBTEDNESS; DIVIDENDS.
OBLIGOR COVENANTS THAT:
(A)
IT SHALL AT ALL TIMES:
(I) BE THE SOLE
OWNER OF OR HAVE THE POWER TO TRANSFER WITHOUT RESTRICTION (OTHER THAN PERMITTED
LIENS AS DEFINED IN THE FACILITY AGREEMENT) EACH AND EVERY ITEM OF COLLATERAL
AND (II) DEFEND THE COLLATERAL AGAINST THE CLAIMS AND DEMANDS OF ALL PERSONS, IN
EACH CASE EXCEPT FOR THE SECURITY INTEREST CREATED HEREBY AND FOR PERMITTED
LIENS AS DEFINED IN THE FACILITY AGREEMENT;
(B)
IT WILL COMPLY IN ALL MATERIAL ASPECTS WITH
THE REQUIREMENTS OF ALL LEASE AGREEMENTS RELATING TO PREMISES WHERE ANY
COLLATERAL IS LOCATED;
(C)
IT WILL GIVE SECURED PARTY TWENTY (20)
DAYS' PRIOR WRITTEN NOTICE OF ANY CHANGE TO ITS NAME;
(D)
IT WILL GIVE SECURED PARTY TWENTY (20) DAYS'
PRIOR WRITTEN NOTICE OF ANY CHANGE TO ITS CHIEF EXECUTIVE OFFICE OR ITS MAILING
ADDRESS; AND
(E)
IT WILL GIVE SECURED PARTY TWENTY (20)
DAYS' PRIOR WRITTEN NOTICE OF ANY CHANGE TO ITS TYPE OF ORGANIZATION,
JURISDICTION OF ORGANIZATION OR OTHER LEGAL STRUCTURE.
2
3.
REMEDIES.
(A)
UPON THE OCCURRENCE AND AFTER THE
CONTINUANCE OF AN EVENT OF DEFAULT (AS DEFINED IN THE FACILITY AGREEMENT),
(I) SECURED PARTY SHALL HAVE THE RIGHT TO EXERCISE ANY RIGHT AND REMEDY PROVIDED
FOR HEREIN, UNDER THE UCC AND AT LAW OR EQUITY GENERALLY, INCLUDING, WITHOUT
LIMITATION, THE RIGHT TO FORECLOSE THE SECURITY INTERESTS GRANTED HEREIN AND TO
REALIZE UPON ANY COLLATERAL BY ANY AVAILABLE JUDICIAL PROCEDURE AND/OR TO TAKE
POSSESSION OF AND SELL ANY OR ALL OF THE COLLATERAL WITH OR WITHOUT JUDICIAL
PROCESS; AND (II) WITH OR WITHOUT HAVING THE COLLATERAL AT THE TIME OR PLACE OF
SALE, SECURED PARTY MAY SELL THE COLLATERAL, OR ANY PART THEREOF, AT PUBLIC OR
PRIVATE SALE, AT ANY TIME OR PLACE, IN ONE OR MORE SALES, AT SUCH PRICE OR
PRICES, AND UPON SUCH TERMS, EITHER FOR CASH, CREDIT OR FUTURE DELIVERY, AS
SECURED PARTY MAY ELECT.
4.
REPRESENTATIONS AND
WARRANTIES.
OBLIGOR HEREBY REPRESENTS AND
WARRANTS