CASE OR CASES IS WAIVED IN WRITING PURSUANT TO THE
TERMS OF SECTION 19 HEREOF:
(A)
MAINTENANCE OF BUSINESS.
EACH MAKER SHALL,
PRESERVE AND MAINTAIN ITS EXISTENCE AND SHALL NOT MATERIALLY ALTER OR CHANGE THE
SCOPE OF THE BUSINESS OF THE MAKERS.
EACH MAKER SHALL PRESERVE AND KEEP IN
FORCE AND EFFECT ALL LICENSES, PERMITS, FRANCHISES, APPROVALS, PATENTS,
TRADEMARKS, TRADE NAMES, TRADE STYLES, COPYRIGHTS, AND OTHER PROPRIETARY RIGHTS
NECESSARY TO THE PROPER CONDUCT OF ITS BUSINESS.
(B)
MAINTENANCE OF PROPERTIES.
EACH MAKER WILL
KEEP ITS PROPERTIES IN GOOD REPAIR, WORKING ORDER AND CONDITION, REASONABLE WEAR
AND TEAR EXCEPTED, AND FROM TIME TO TIME MAKE ALL NEEDFUL AND PROPER REPAIRS,
RENEWALS, REPLACEMENTS, ADDITIONS AND IMPROVEMENTS THERETO; AND EACH MAKER WILL
AT ALL TIMES COMPLY WITH EACH PROVISION OF ALL LEASES TO WHICH IT IS A PARTY OR
UNDER WHICH IT OCCUPIES PROPERTY IF THE BREACH OF SUCH PROVISION COULD, EITHER
INDIVIDUALLY OR IN THE AGGREGATE, REASONABLY BE EXPECTED TO HAVE A MATERIAL
ADVERSE EFFECT.
(C)
TAXES AND ASSESSMENTS.
EACH MAKER SHALL
DULY PAY AND DISCHARGE ALL MATERIAL TAXES, RATES, ASSESSMENTS, FEES, AND
GOVERNMENTAL CHARGES UPON OR AGAINST IT OR ITS PROPERTY, IN EACH CASE BEFORE THE
SAME BECOME DELINQUENT AND BEFORE PENALTIES ACCRUE THEREON, UNLESS AND TO THE
EXTENT THAT THE SAME ARE BEING CONTESTED IN GOOD FAITH AND BY APPROPRIATE
PROCEEDINGS WHICH PREVENT ENFORCEMENT OF THE MATTER UNDER CONTEST AND PRECLUDE
INTERFERENCE WITH THE OPERATION OF ITS BUSINESS AND ADEQUATE RESERVES ARE
PROVIDED THEREFOR.
(D)
INSURANCE.
EACH MAKER WILL KEEP ITS ASSETS
WHICH ARE OF AN INSURABLE CHARACTER INSURED BY FINANCIALLY SOUND AND REPUTABLE
INSURERS AGAINST LOSS OR DAMAGE BY FIRE, EXPLOSION AND OTHER RISKS CUSTOMARILY
INSURED AGAINST BY COMPANIES IN SIMILAR BUSINESS SIMILARLY SITUATED AS THE
MAKERS, AND THE EACH MAKER WILL MAINTAIN, WITH FINANCIALLY SOUND AND REPUTABLE
INSURERS, INSURANCE AGAINST OTHER HAZARDS AND RISKS AND LIABILITY TO PERSONS AND
PROPERTY TO THE EXTENT AND IN THE MANNER WHICH BIO-KEY REASONABLY BELIEVES IS
CUSTOMARY FOR COMPANIES IN SIMILAR BUSINESS SIMILARLY SITUATED AS THE MAKERS AND
TO THE EXTENT AVAILABLE ON COMMERCIALLY
15
REASONABLE TERMS. THE MAKERS WILL JOINTLY AND SEVERALLY BEAR THE FULL RISK OF
LOSS FROM ANY LOSS OF ANY NATURE WHATSOEVER WITH RESPECT TO THE COLLATERAL.
AT
THE EACH MAKER'S JOINT AND SEVERAL COST AND EXPENSE IN AMOUNTS AND WITH CARRIERS
REASONABLY ACCEPTABLE TO PAYEE, EACH MAKER SHALL (I) KEEP ALL ITS INSURABLE
PROPERTIES AND PROPERTIES IN WHICH IT HAS AN INTEREST INSURED AGAINST THE
HAZARDS OF FIRE, FLOOD, SPRINKLER LEAKAGE, THOSE HAZARDS COVERED BY EXTENDED
COVERAGE INSURANCE AND SUCH OTHER HAZARDS, AND FOR SUCH AMOUNTS, AS IS CUSTOMARY
IN THE CASE OF COMPANIES ENGAGED IN BUSINESSES SIMILAR TO THE BUSINESS OF THE
MAKERS, INCLUDING BUSINESS INTERRUPTION INSURANCE; (II) MAINTAIN A BOND IN SUCH
AMOUNTS AS IS CUSTOMARY IN THE CASE OF COMPANIES ENGAGED IN BUSINESSES SIMILAR
TO THE BUSINESS OF THE MAKERS INSURING AGAINST LARCENY, EMBEZZLEMENT OR OTHER
CRIMINAL MISAPPROPRIATION OF INSURED'S OFFICERS AND EMPLOYEES WHO MAY EITHER
SINGLY OR JOINTLY WITH OTHERS AT ANY