SCHEDULE III, IF ANY,
WHEN EACH SUCH DEPOSIT ACCOUNT BECOMES SUBJECT TO THE APPLICABLE ACCOUNT CONTROL
AGREEMENT, WHICH LIENS ARE PRIOR TO ALL OTHER LIENS ON THE COLLATERAL CREATED BY
THE GRANTORS AND IN EXISTENCE ON THE DATE HEREOF AND WHICH ARE ENFORCEABLE AS
SUCH AGAINST ALL CREDITORS OF AND PURCHASERS FROM ANY GRANTOR AND AGAINST ANY
OWNER OR PURCHASER OF THE REAL PROPERTY WHERE ANY OF THE EQUIPMENT OR INVENTORY
IS LOCATED AND ANY PRESENT OR FUTURE CREDITOR OBTAINING A LIEN ON SUCH REAL
PROPERTY.
TO THE EXTENT THE SAME CONSTITUTES COLLATERAL, EACH GRANTOR SHALL
CAUSE EACH OF THE DEPOSIT ACCOUNTS AND SECURITY ACCOUNTS SET FORTH ON SCHEDULE
III, IF ANY, TO BE SUBJECT TO AN ACCOUNT CONTROL AGREEMENT ON OR BEFORE OCTOBER
, 2006.
(C)
RECEIVABLES.
THE AMOUNT REPRESENTED BY EACH GRANTOR TO THE
SECURED PARTY FROM TIME TO TIME AS OWING BY EACH OBLIGOR OR BY ALL OBLIGORS IN
RESPECT OF THE RECEIVABLES WILL AT SUCH TIME BE THE CORRECT AMOUNT ACTUALLY
OWING BY SUCH OBLIGOR OR OBLIGORS THEREUNDER.
NO AMOUNT PAYABLE TO ANY GRANTOR
UNDER OR IN CONNECTION WITH ANY RECEIVABLE IS EVIDENCED BY ANY INSTRUMENT OR
CHATTEL PAPER WHICH HAS NOT BEEN DELIVERED TO THE SECURED PARTY.
THE PLACE
WHERE EACH GRANTOR KEEPS ITS RECORDS CONCERNING THE RECEIVABLES IS SPECIFIED FOR
SUCH GRANTOR ON SCHEDULE I.
(D)
INVENTORY AND EQUIPMENT.
THE INVENTORY AND THE EQUIPMENT ARE KEPT
AT THE LOCATIONS LISTED ON SCHEDULE IV HERETO.
(E)
CHIEF EXECUTIVE OFFICE.
EACH GRANTOR'S CHIEF EXECUTIVE OFFICE AND
CHIEF PLACE OF BUSINESS IS, AND FOR THE FOUR (4) MONTHS PRECEDING THE DATE
HEREOF HAS BEEN, LOCATED AT THE PLACE SPECIFIED FOR SUCH GRANTOR ON SCHEDULE I.
(F)
JURISDICTION OF ORGANIZATION.
EACH GRANTOR IS A "REGISTERED
ORGANIZATION" AS DEFINED IN THE CODE AND IS ORGANIZED AS THE TYPE OF ENTITY, AS
UNDER THE LAWS OF THE JURISDICTION, SPECIFIED FOR SUCH GRANTOR ON SCHEDULE I.
(G)
NAME.
(I) THE EXACT LEGAL NAME OF EACH GRANTOR IS AS SPECIFIED
FOR SUCH GRANTOR ON SCHEDULE I; AND (II) NO GRANTOR HAS DONE BUSINESS UNDER A
PREVIOUS NAME, ASSUMED NAME OR TRADE NAME, EXCEPT AS SPECIFIED FOR SUCH GRANTOR
ON SCHEDULE I.
(H)
FARM PRODUCTS.
NONE OF THE COLLATERAL CONSTITUTES, OR IS THE
PROCEEDS OF, FARM PRODUCTS.
(I)
INSURANCE POLICIES.
NONE OF THE COLLATERAL CONSTITUTES AN
INTEREST OR CLAIM IN OR UNDER ANY POLICY OF INSURANCE OR CONTRACT FOR ANNUITY,
EXCEPT TO THE EXTENT THE SAME CONSTITUTES PROCEEDS.
(J)
COPYRIGHTS, PATENTS AND TRADEMARKS.
SCHEDULE V HERETO INCLUDES
ALL COPYRIGHTS AND COPYRIGHT LICENSES OWNED BY EACH GRANTOR IN ITS OWN NAME AS
OF THE DATE HEREOF.
SCHEDULE VI HERETO INCLUDES ALL PATENTS AND PATENT LICENSES
OWNED BY EACH GRANTOR IN ITS OWN NAME AS OF THE DATE HEREOF.
SCHEDULE VII
HERETO INCLUDES ALL TRADEMARKS AND TRADEMARK LICENSES OWNED BY EACH GRANTOR IN
ITS OWN NAME AS OF THE DATE HEREOF.
TO THE BEST OF EACH GRANTOR'S KNOWLEDGE,
EACH COPYRIGHT, PATENT AND TRADEMARK IS VALID, SUBSISTING, UNEXPIRED,
ENFORCEABLE AND HAS NOT BEEN ABANDONED.
EXCEPT AS