MAY BE, AS IN EFFECT IN SUCH JURISDICTION, OF SUCH TRANSFERABLE
RECORD.
SECTION 4.7
CONTINUING OBLIGATIONS OF THE GRANTORS.
EACH
GRANTOR SHALL REMAIN LIABLE TO OBSERVE AND PERFORM ALL THE CONDITIONS AND
OBLIGATIONS TO BE OBSERVED AND PERFORMED BY IT UNDER EACH CONTRACT, AGREEMENT OR
INSTRUMENT RELATING TO THE COLLATERAL, ALL IN ACCORDANCE WITH THE TERMS AND
CONDITIONS THEREOF, EXCEPT WHERE THE FAILURE TO DO SO WOULD NOT HAVE A MATERIAL
ADVERSE EFFECT, AND EACH GRANTOR JOINTLY AND SEVERALLY AGREES TO INDEMNIFY AND
HOLD HARMLESS THE COLLATERAL AGENT AND THE SECURED PARTIES FROM AND AGAINST ANY
AND ALL LIABILITY FOR SUCH PERFORMANCE.
SECTION 4.8
RESERVED.
SECTION 4.9
LIMITATION ON MODIFICATION OF ACCOUNTS.
NONE OF THE
GRANTORS WILL, WITHOUT THE COLLATERAL AGENT'S PRIOR WRITTEN CONSENT, GRANT ANY
EXTENSION OF THE TIME OF PAYMENT OF ANY OF THE ACCOUNTS, COMPROMISE, COMPOUND OR
SETTLE THE SAME FOR LESS THAN THE FULL AMOUNT THEREOF, RELEASE, WHOLLY OR
PARTLY, ANY PERSON LIABLE FOR THE PAYMENT THEREOF OR ALLOW ANY CREDIT OR
DISCOUNT WHATSOEVER THEREON, OTHER THAN EXTENSIONS, RELEASES, CREDITS,
DISCOUNTS, COMPROMISES OR SETTLEMENTS GRANTED OR MADE IN THE ORDINARY COURSE OF
BUSINESS AND CONSISTENT WITH ITS CURRENT PRACTICES.
SECTION 4.10
INSURANCE. EACH GRANTOR HEREBY IRREVOCABLY MAKES,
CONSTITUTES AND APPOINTS THE COLLATERAL AGENT (AND ALL OFFICERS, EMPLOYEES OR
AGENTS DESIGNATED BY THE COLLATERAL AGENT) AS SUCH GRANTOR'S TRUE AND LAWFUL
AGENT (AND ATTORNEY-IN-FACT), EXERCISABLE AFTER THE OCCURRENCE AND DURING THE
CONTINUANCE OF ANY EVENT OF DEFAULT, FOR THE PURPOSE OF MAKING, SETTLING AND
ADJUSTING CLAIMS IN RESPECT OF
13
COLLATERAL UNDER POLICIES OF INSURANCE, ENDORSING THE NAME OF SUCH GRANTOR ON
ANY CHECK, DRAFT, INSTRUMENT OR OTHER ITEM OF PAYMENT FOR THE PROCEEDS OF SUCH
POLICIES OF INSURANCE AND FOR MAKING ALL DETERMINATIONS AND DECISIONS WITH
RESPECT THERETO.
IN THE EVENT THAT ANY GRANTOR AT ANY TIME OR TIMES SHALL FAIL
TO OBTAIN OR MAINTAIN ANY OF THE POLICIES OF INSURANCE REQUIRED HEREBY OR TO PAY
ANY PREMIUM IN WHOLE OR PART RELATING THERETO, THE COLLATERAL AGENT MAY, WITHOUT
WAIVING OR RELEASING ANY OBLIGATION OR LIABILITY OF THE GRANTORS HEREUNDER OR
ANY DEFAULT OR EVENT OF DEFAULT, IN ITS SOLE DISCRETION, OBTAIN AND MAINTAIN
SUCH POLICIES OF INSURANCE AND PAY SUCH PREMIUM AND TAKE ANY OTHER ACTIONS WITH
RESPECT THERETO AS THE COLLATERAL AGENT DEEMS ADVISABLE.
ALL SUMS DISBURSED BY
THE COLLATERAL AGENT IN CONNECTION WITH THIS SECTION 4.10, INCLUDING REASONABLE
ATTORNEYS' FEES, COURT COSTS, EXPENSES AND OTHER CHARGES RELATING THERETO, SHALL
BE PAYABLE, UPON DEMAND, BY THE GRANTORS TO THE COLLATERAL AGENT AND SHALL BE
ADDITIONAL SECURED OBLIGATIONS SECURED HEREBY.
SECTION 4.11
LEGEND.
AT THE REQUEST OF THE COLLATERAL AGENT IF
AN EVENT OF DEFAULT SHALL OCCUR AND BE CONTINUING, EACH GRANTOR SHALL LEGEND, IN
FORM AND MANNER SATISFACTORY TO THE COLLATERAL AGENT, ITS ACCOUNTS AND ITS
BOOKS, RECORDS AND DOCUMENTS EVIDENCING OR PERTAINING THERETO WITH AN
APPROPRIATE REFERENCE TO THE FACT THAT SUCH ACCOUNTS HAVE BEEN ASSIGNED TO THE
COLLATERAL AGENT FOR THE BENEFIT OF THE SECURED PARTIES AND THAT THE COLLATERAL
AGENT