TO EXIST, AND EACH GRANTOR SHALL TAKE
COMMERCIALLY REASONABLE ACTIONS TO DEFEND THE COLLATERAL AGAINST AND TAKE SUCH
OTHER ACTION AS IS NECESSARY TO REMOVE, ANY LIEN ON THE COLLATERAL, EXCEPT (A)
PERMITTED LIENS, (B) THE LIEN GRANTED TO THE SECURED PARTIES UNDER THIS SECURITY
AGREEMENT AND (C) THE LIENS LISTED ON SCHEDULE A.
5.4 INSURANCE. EACH GRANTOR SHALL MAINTAIN INSURANCE POLICIES INSURING THE
COLLATERAL AGAINST LOSS OR DAMAGE FROM SUCH RISKS AND IN SUCH AMOUNTS AND FORMS
CONSISTENT WITH ITS PRIOR PRACTICE.
5.5 TAXES, ASSESSMENTS, ETC. EACH GRANTOR SHALL PAY PROMPTLY WHEN DUE ALL
PROPERTY AND OTHER TAXES, ASSESSMENTS AND GOVERNMENT CHARGES OR LEVIES IMPOSED
UPON, AND ALL CLAIMS (INCLUDING CLAIMS FOR LABOR, MATERIALS AND SUPPLIES)
AGAINST, THE EQUIPMENT, FIXTURES OR INVENTORY, EXCEPT TO THE EXTENT THE VALIDITY
OR AMOUNT THEREOF IS BEING CONTESTED IN GOOD FAITH AND ADEQUATE RESERVES ARE
BEING MAINTAINED IN CONNECTION THEREWITH.
5.6 DEFENSE OF INTELLECTUAL PROPERTY. EACH GRANTOR SHALL USE COMMERCIALLY
REASONABLE EFFORTS TO (I) PROTECT, DEFEND AND MAINTAIN THE VALIDITY AND
ENFORCEABILITY OF ALL COPYRIGHTS, COPYRIGHTS LICENSES, PATENTS, PATENT LICENSES,
TRADEMARKS AND TRADEMARK LICENSES MATERIAL TO GRANTOR'S BUSINESS AND (II) DETECT
INFRINGEMENTS OF ALL COPYRIGHTS, COPYRIGHT LICENSES, PATENTS, PATENT LICENSES,
TRADEMARKS AND TRADEMARK LICENSES MATERIAL TO GRANTOR'S BUSINESS AND GRANTOR
SHALL NOT PERMIT ANY COPYRIGHT, COPYRIGHT LICENSE, PATENT, PATENT LICENSE,
TRADEMARK OR TRADEMARK LICENSE MATERIAL TO EITHER GRANTOR'S BUSINESS TO LAPSE,
BE ABANDONED OR TO OTHERWISE TERMINATE UNLESS BJT'S BOARD OF DIRECTORS IN THE
EXERCISE OF ITS REASONABLE JUDGMENT AND IN GOOD FAITH DETERMINES THAT ANY OF THE
FOREGOING IS OF INCONSEQUENTIAL VALUE.
5.7 FURTHER ASSURANCES. AT ANY TIME AND FROM TIME TO TIME, UPON THE WRITTEN
REQUEST OF A SECURED PARTY MAJORITY INTEREST, AND AT THE SOLE EXPENSE OF BJT,
EACH GRANTOR SHALL PROMPTLY AND DULY EXECUTE AND DELIVER ANY AND ALL SUCH
FURTHER INSTRUMENTS AND DOCUMENTS AND TAKE SUCH FURTHER COMMERCIALLY REASONABLE
ACTION AS THE REQUIRED LENDERS MAY REASONABLY DEEM NECESSARY TO OBTAIN THE FULL
BENEFITS OF THIS SECURITY AGREEMENT,
7
INCLUDING, WITHOUT LIMITATION, (A) EXECUTING, DELIVERING AND CAUSING TO BE FILED
ANY FINANCING OR CONTINUATION STATEMENTS (INCLUDING "IN LIEU" CONTINUATION
STATEMENTS) UNDER THE UCC WITH RESPECT TO THE SECURITY INTERESTS GRANTED HEREBY,
(B) AT A PURCHASER MAJORITY INTEREST'S REASONABLE REQUEST, PLACING THE INTEREST
OF THE SECURED PARTIES AS LIENHOLDER ON THE CERTIFICATE OF TITLE (OR SIMILAR
EVIDENCE OF OWNERSHIP) OF ANY VEHICLE, WATERCRAFT OR OTHER EQUIPMENT
CONSTITUTING COLLATERAL OWNED BY EACH GRANTOR WHICH IS COVERED BY A CERTIFICATE
OF TITLE (OR SIMILAR EVIDENCE OF OWNERSHIP), (C) EXECUTING AND DELIVERING AND
USING COMMERCIALLY REASONABLE EFFORTS TO CAUSE THE APPLICABLE DEPOSITORY
INSTITUTION, SECURITIES INTERMEDIARY, COMMODITY INTERMEDIARY OR ISSUER OR
NOMINATED PARTY UNDER A LETTER OF CREDIT TO EXECUTE AND DELIVER A COLLATERAL
CONTROL AGREEMENT WITH RESPECT TO ANY DEPOSIT ACCOUNT, SECURITIES ACCOUNT OR
COMMODITY ACCOUNT OR LETTER-OF-CREDIT RIGHT IN OR TO WHICH EITHER GRANTOR HAS
ANY RIGHT OR INTEREST, (D) AT A SECURED PARTY MAJORITY INTEREST'S REASONABLE
REQUEST, USING COMMERCIALLY REASONABLE EFFORTS TO OBTAIN ACKNOWLEDGMENTS FROM
BAILEES HAVING POSSESSION OF ANY