ON ANY SUCH CERTIFICATE OF
TITLE OR OTHER EVIDENCE OF OWNERSHIP.
IN THE CASE OF SUCH EQUIPMENT HEREAFTER
ACQUIRED, DEBTORS SHALL PROVIDE EVIDENCE OF
8
OWNERSHIP WITHIN TEN (10) DAYS OF ITS ACQUISITION OF SUCH EQUIPMENT.
DEBTORS
SHALL PROVIDE NOTICE TO SECURED PARTY OF ANY MATERIAL LOSS OR DAMAGE TO ANY
EQUIPMENT AND SHALL NOT PERMIT ANY SUCH EQUIPMENT.
SECTION 4.15
THIRD-PARTY ACKNOWLEDGMENTS; CONTROL AGREEMENTS.
UPON
THE REQUEST OF SECURED PARTY, IF ANY OF THE COLLATERAL IS IN THE POSSESSION OF A
THIRD-PARTY, DEBTORS WILL JOIN WITH SECURED PARTY IN NOTIFYING THE THIRD-PARTY
OF SECURED PARTY'S SECURITY INTEREST AND OBTAINING AN ACKNOWLEDGMENT IN FORM AND
SUBSTANCE REASONABLY SATISFACTORY TO SECURED PARTY FROM SUCH THIRD-PARTY THAT IT
IS HOLDING THE COLLATERAL FOR THE BENEFIT OF THE SECURED PARTY.
UPON THE
REQUEST OF SECURED PARTY, DEBTORS WILL FULLY COOPERATE WITH SECURED PARTY IN
OBTAINING A CONTROL AGREEMENT IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO
SECURED PARTY WITH RESPECT TO ANY COLLATERAL CONSISTING OF DEPOSIT ACCOUNTS,
INVESTMENT PROPERTY, ELECTRONIC CHATTEL PAPER OR LETTER OF CREDIT RIGHTS.
SECTION 4.16
FURTHER ASSURANCES.
DEBTORS WILL FROM TIME TO TIME SIGN,
EXECUTE, DELIVER AND FILE, ALONE OR WITH SECURED PARTY, UPON REASONABLE REQUEST,
ANY FINANCING STATEMENTS, SECURITY AGREEMENTS OR OTHER DOCUMENTS NECESSARY TO
PERFECT OR CONTINUE IN FAVOR OF SECURED PARTY A FIRST-PRIORITY SECURITY INTEREST
(SUBJECT TO THE PERMITTED ENCUMBRANCES) IN THE COLLATERAL; PROCURE ANY NECESSARY
INSTRUMENTS OR DOCUMENTS AS MAY BE REASONABLY REQUESTED BY SECURED PARTY; AND
TAKE ALL FURTHER ACTION THAT MAY BE NECESSARY, OR THAT SECURED PARTY MAY
REASONABLY REQUEST, TO CONFIRM, PERFECT, PRESERVE AND PROTECT THE SECURITY
INTERESTS INTENDED TO BE GRANTED HEREBY.
NOTWITHSTANDING THE PREVIOUS SENTENCE,
HOWEVER, EACH DEBTOR HEREBY AUTHORIZES SECURED PARTY TO EXECUTE AND DELIVER ON
BEHALF OF SUCH DEBTOR AND TO FILE SUCH FINANCING STATEMENTS, SECURITY AGREEMENTS
AND OTHER DOCUMENTS WITHOUT THE SIGNATURE OF SUCH DEBTOR EITHER IN SECURED
PARTY'S NAME OR IN THE NAME OF SUCH DEBTOR AND AS ATTORNEY-IN-FACT FOR SUCH
DEBTOR.
EACH DEBTOR SHALL DO ALL SUCH ADDITIONAL AND FURTHER ACTS OR THINGS,
GIVE SUCH ASSURANCES AND EXECUTE SUCH DOCUMENTS OR INSTRUMENTS AS SECURED PARTY
REASONABLY REQUIRES TO VEST MORE COMPLETELY IN AND ASSURE TO SECURED PARTY ITS
RIGHTS UNDER THIS AGREEMENT, INCLUDING, WITHOUT LIMITING THE GENERALITY OF THE
FOREGOING, (A) MARKING CONSPICUOUSLY EACH CHATTEL PAPER OR ELECTRONIC CHATTEL
PAPER INCLUDED IN THE COLLATERAL AND, AT THE REQUEST OF SECURED PARTY, EACH OF
SUCH DEBTOR'S RECORDS PERTAINING TO THE COLLATERAL WITH A LEGEND, IN FORM AND
SUBSTANCE REASONABLY SATISFACTORY TO SECURED PARTY, INDICATING THAT SUCH CHATTEL
PAPER OR COLLATERAL IS SUBJECT TO THE SECURITY INTEREST GRANTED BY THIS
AGREEMENT, AND (B) IF ANY ACCOUNT, GENERAL INTANGIBLE OR RELATED RIGHT IS
EVIDENCED BY A PROMISSORY NOTE, CHATTEL PAPER, ELECTRONIC CHATTEL PAPER OR OTHER
INSTRUMENT, TRANSFERRING, DELIVERING, ASSIGNING TO SECURED PARTY SUCH PROMISSORY
NOTE, CHATTEL PAPER, ELECTRONIC CHATTEL PAPER OR OTHER INSTRUMENT DULY ENDORSED
AND AUTHENTICATED AND ACCOMPANIED BY DULY EXECUTED INSTRUMENTS OF TRANSFER AND
ASSIGNMENT, ALL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO SECURED PARTY,
TO