TO ANY CONTINUATION STATEMENTS TO BE FILED WITHIN SUCH PERIOD).
EACH
CERTIFICATE DELIVERED PURSUANT TO THIS SECTION 3.03(C) SHALL IDENTIFY IN THE
FORMAT OF SCHEDULE III ALL INTELLECTUAL PROPERTY OF ANY GRANTOR IN EXISTENCE ON
THE DATE THEREOF AND NOT THEN LISTED ON SUCH SCHEDULES OR PREVIOUSLY SO
IDENTIFIED TO THE ADMINISTRATIVE AGENT.
(D)
EACH GRANTOR SHALL, AT ITS OWN EXPENSE, TAKE ANY AND ALL COMMERCIALLY
REASONABLE ACTIONS NECESSARY TO DEFEND TITLE TO THE ARTICLE 9 COLLATERAL AGAINST
ALL PERSONS AND TO DEFEND THE SECURITY INTEREST OF THE ADMINISTRATIVE AGENT IN
THE ARTICLE 9 COLLATERAL AND THE PRIORITY THEREOF, IN EACH CASE, AGAINST ANY
LIEN NOT EXPRESSLY PERMITTED PURSUANT TO SECTION 6.02 OF THE CREDIT AGREEMENT.
(E)
SUBJECT TO ANY SPECIFIC LIMITATION CONTAINED HEREIN, EACH GRANTOR AGREES,
AT ITS OWN EXPENSE, TO EXECUTE, ACKNOWLEDGE, DELIVER AND CAUSE TO BE DULY FILED
ALL SUCH FURTHER INSTRUMENTS AND DOCUMENTS AND TAKE ALL SUCH ACTIONS AS THE
ADMINISTRATIVE AGENT MAY FROM TIME TO TIME REASONABLY REQUEST TO BETTER ASSURE,
PRESERVE, PROTECT AND PERFECT THE SECURITY INTEREST AND THE RIGHTS AND REMEDIES
CREATED HEREBY, INCLUDING THE PAYMENT OF ANY FEES AND TAXES REQUIRED IN
CONNECTION WITH THE EXECUTION AND DELIVERY OF
16
THIS AGREEMENT, THE GRANTING OF THE SECURITY INTEREST AND THE FILING OF ANY
FINANCING STATEMENTS (INCLUDING FIXTURE FILINGS) OR OTHER DOCUMENTS IN
CONNECTION HEREWITH OR THEREWITH.
IF ANY AMOUNT PAYABLE UNDER OR IN CONNECTION
WITH ANY OF THE ARTICLE 9 COLLATERAL SHALL BE OR BECOME EVIDENCED BY ANY
PROMISSORY NOTE OR OTHER INSTRUMENT, SUBJECT TO SECTION 3.04, SUCH NOTE OR
INSTRUMENT SHALL BE IMMEDIATELY PLEDGED AND DELIVERED TO THE ADMINISTRATIVE
AGENT, DULY ENDORSED IN A MANNER SATISFACTORY TO THE ADMINISTRATIVE AGENT.
Without limiting the generality of the foregoing, each Grantor hereby authorizes
the Administrative Agent, with prompt notice thereof to the Grantors, to
supplement this Agreement by supplementing Schedule III or adding additional
schedules hereto to specifically identify any asset or item that may constitute
Copyrights, Licenses, Patents or Trademarks, provided that any Grantor shall
have the right, exercisable within 10 days after it has been notified by the
Administrative Agent of the specific identification of such Collateral, to
advise the Administrative Agent in writing of any inaccuracy of the
representations and warranties made by such Grantor hereunder with respect to
such Collateral.
Each Grantor agrees that it will use its best efforts to take
such action as shall be necessary in order that all representations and
warranties hereunder shall be true and correct with respect to such Collateral
within 30 days after the date it has been notified by the Administrative Agent
of the specific identification of such Collateral.
(F)
AT ITS OPTION, THE ADMINISTRATIVE AGENT MAY DISCHARGE PAST DUE TAXES,
ASSESSMENTS, CHARGES, FEES, LIENS, SECURITY INTERESTS OR OTHER ENCUMBRANCES AT
ANY TIME LEVIED OR PLACED ON THE ARTICLE 9 COLLATERAL AND NOT PERMITTED PURSUANT
TO SECTION 6.02 OF THE CREDIT AGREEMENT, AND MAY PAY FOR THE MAINTENANCE AND
PRESERVATION OF THE ARTICLE 9 COLLATERAL TO THE EXTENT ANY GRANTOR