BENEFIT PAYMENTS TO OR FOR THE BENEFIT
OF A GRANTOR'S SALARIED EMPLOYEES.
(J)
MOTOR VEHICLES.
(I)
UPON THE SECURED PARTY'S WRITTEN REQUEST, EACH GRANTOR SHALL
DELIVER TO THE SECURED PARTY ORIGINALS OF THE CERTIFICATES OF TITLE OR OWNERSHIP
FOR ALL MOTOR VEHICLES OWNED BY IT WITH THE SECURED PARTY LISTED AS LIENHOLDER.
(II)
EACH GRANTOR HEREBY APPOINTS THE SECURED PARTY AS ITS
ATTORNEY-IN-FACT, EFFECTIVE THE DATE HEREOF AND TERMINATING UPON THE TERMINATION
OF THIS AGREEMENT, FOR THE PURPOSE OF (A) EXECUTING ON BEHALF OF SUCH GRANTOR
TITLE OR OWNERSHIP APPLICATIONS FOR FILING WITH APPROPRIATE STATE AGENCIES TO
ENABLE MOTOR VEHICLES NOW OWNED OR HEREAFTER ACQUIRED BY SUCH GRANTOR TO BE
RETITLED AND THE SECURED PARTY LISTED AS LIENHOLDER THEREOF, (B) FILING SUCH
APPLICATIONS WITH SUCH STATE AGENCIES, AND (C) EXECUTING SUCH OTHER DOCUMENTS
AND INSTRUMENTS
ON BEHALF OF, AND TAKING SUCH OTHER ACTION IN THE NAME OF, SUCH GRANTOR AS THE
SECURED PARTY MAY DEEM NECESSARY OR ADVISABLE TO ACCOMPLISH THE PURPOSES HEREOF
(INCLUDING, WITHOUT LIMITATION, FOR THE PURPOSE OF CREATING IN FAVOR OF THE
SECURED PARTY A PERFECTED LIEN ON THE MOTOR VEHICLES AND EXERCISING THE RIGHTS
AND REMEDIES OF THE SECURED PARTY HEREUNDER).
THIS APPOINTMENT AS
ATTORNEY-IN-FACT IS COUPLED WITH AN INTEREST AND IS IRREVOCABLE UNTIL ALL OF THE
OBLIGATIONS ARE INDEFEASIBLY PAID IN FULL IN CASH.
(III)
ANY CERTIFICATES OF TITLE OR OWNERSHIP DELIVERED PURSUANT TO THE
TERMS HEREOF SHALL BE ACCOMPANIED BY ODOMETER STATEMENTS FOR EACH MOTOR VEHICLE
COVERED THEREBY.
(IV)
SO LONG AS NO EVENT OF DEFAULT SHALL HAVE OCCURRED AND BE
CONTINUING, UPON THE REQUEST OF SUCH GRANTOR, THE SECURED PARTY SHALL EXECUTE
AND DELIVER TO SUCH GRANTOR SUCH INSTRUMENTS AS SUCH GRANTOR SHALL REASONABLY
REQUEST TO REMOVE THE NOTATION OF THE SECURED PARTY AS LIENHOLDER ON ANY
CERTIFICATE OF TITLE FOR ANY MOTOR VEHICLE; PROVIDED, HOWEVER, THAT ANY SUCH
INSTRUMENTS SHALL BE DELIVERED, AND THE RELEASE EFFECTIVE, ONLY UPON RECEIPT BY
THE SECURED PARTY OF A CERTIFICATE FROM SUCH GRANTOR STATING THAT SUCH MOTOR
VEHICLE IS TO BE SOLD OR HAS SUFFERED A CASUALTY LOSS (WITH TITLE THERETO
PASSING TO THE CASUALTY INSURANCE COMPANY THEREFOR IN SETTLEMENT OF THE CLAIM
FOR SUCH LOSS) AND THE AMOUNT THAT SUCH GRANTOR WILL RECEIVE AS SALE PROCEEDS OR
INSURANCE PROCEEDS.
ANY PROCEEDS OF SUCH SALE OR CASUALTY LOSS SHALL BE PAID TO
THE SECURED PARTY HEREUNDER IMMEDIATELY UPON RECEIPT, TO BE APPLIED TO THE
OBLIGATIONS THEN OUTSTANDING.
(K)
CONTROL.
EACH GRANTOR HEREBY AGREES TO TAKE ANY OR ALL ACTION
THAT MAY BE NECESSARY OR DESIRABLE OR THAT THE SECURED PARTY MAY REQUEST IN
ORDER FOR THE SECURED PARTY TO OBTAIN CONTROL IN ACCORDANCE WITH SECTIONS 9-105
- 9-107 OF THE CODE WITH RESPECT TO THE FOLLOWING COLLATERAL:
(I) ELECTRONIC
CHATTEL PAPER, (II) INVESTMENT PROPERTY, AND (III) LETTER-OF-CREDIT RIGHTS.
(L)
INSPECTION AND REPORTING.
EACH GRANTOR SHALL PERMIT THE SECURED
PARTY, OR ANY AGENT OR REPRESENTATIVES THEREOF OR SUCH PROFESSIONALS OR OTHER
PERSONS AS THE SECURED PARTY MAY DESIGNATE, NOT MORE THAN ONCE A YEAR IN THE