COLLATERAL INTENDED TO BE GRANTED HEREBY AT ALL
TIMES FULLY PERFECTED AND IN FULL FORCE AND EFFECT AND (III) AT THE REQUEST OF
THE COLLATERAL AGENT, IT SHALL HAVE FURNISHED AN OPINION OF COUNSEL OR OTHER
EVIDENCE REASONABLY ACCEPTABLE TO THE COLLATERAL AGENT TO THE EFFECT THAT ALL
FINANCING AND CONTINUATION STATEMENTS AND AMENDMENTS OR SUPPLEMENTS THERETO (AND
SIMILAR DOCUMENTS AND FILINGS UNDER THE LAW OF ANY RELEVANT JURISDICTION) HAVE
BEEN FILED IN THE APPROPRIATE FILING OFFICE OR OFFICES, AND ALL OTHER ACTIONS
(INCLUDING THE PAYMENT OF ALL FILING FEES AND TAXES, IF ANY, PAYABLE IN
CONNECTION WITH SUCH FILINGS) HAVE BEEN TAKEN, IN ORDER TO PERFECT (AND MAINTAIN
THE PERFECTION AND PRIORITY OF) THE SECURITY INTEREST GRANTED HEREBY (SUBJECT
ONLY TO PERMITTED LIENS) IN RESPECT OF THE TYPES OF COLLATERAL REFERRED TO IN
SECTION 2.1(1).
31
(H)
UNITS.
SUBJECT TO SECTION 11.19(A) OF THE AMENDED AND RESTATED
CREDIT AGREEMENT AND SECTION 4.1(A), TO THE EXTENT ANY UNIT IS, OR UNDER
APPLICABLE LAW IS REQUIRED TO BE, COVERED BY ANY UNIT CERTIFICATE AND TO THE
EXTENT THAT ANY ACTION UNDER ANY APPLICABLE LAW IN LIEU OF OR IN ADDITION TO THE
FILING OF FINANCING STATEMENTS UNDER THE PPSA OR ANY OTHER PERSONAL PROPERTY
SECURITY LEGISLATION ENACTED IN ANY RELEVANT JURISDICTION ARE REQUIRED TO BE
TAKEN SO THAT THE SECURITY INTERESTS IN THE RESPECTIVE UNITS CREATED PURSUANT TO
THIS SECURITY AGREEMENT ARE FULLY PERFECTED UNDER SUCH LAW, ALL SUCH ACTIONS
HAVE BEEN TAKEN.
SUBJECT TO SECTION 11.19(A) OF THE AMENDED AND RESTATED CREDIT
AGREEMENT AND SECTION 4.1(A), IN THE EVENT ANY CHANGE IN APPLICABLE LAW IN ANY
RELEVANT JURISDICTION WHERE ANY UNIT IS LOCATED, OR A DECISION, OPINION, RULING,
REGULATION, DECREE OR ORDER OF A COURT, OR ADMINISTRATIVE, REGULATORY OR
GOVERNMENTAL AUTHORITY, OF ANY RELEVANT JURISDICTION IN WHICH ANY UNIT IS
LOCATED (WHETHER INVOLVING THE OBLIGOR OR ANY UNRELATED THIRD PERSON) SHALL
RENDER ANY OF THE INFORMATION PROVIDED PURSUANT TO THE PRECEDING SENTENCE
INACCURATE IN ANY RESPECT, THEN THE OBLIGOR SHALL INFORM (IN WRITING) THE
COLLATERAL AGENT OF THE RESPECTIVE CHANGE AND SHALL PROMPTLY TAKE SUCH ACTIONS
OR CAUSE SUCH ACTIONS TO BE TAKEN AS THE COLLATERAL AGENT SHALL REQUEST IN ORDER
TO CREATE, MAINTAIN, ESTABLISH OR PRESERVE THE PERFECTION OF THE SECURITY
INTEREST OF THE COLLATERAL AGENT IN SUCH UNIT.
SUBJECT TO SECTION 11.19(A) OF
THE AMENDED AND RESTATED CREDIT AGREEMENT AND SECTION 4.1(A), AS NEW UNITS ARE
ACQUIRED AFTER THE DATE OF THIS SECURITY AGREEMENT, OR TO THE EXTENT THAT UNITS
ARE MOVED TO DIFFERENT JURISDICTIONS AFTER THE DATE OF THIS SECURITY AGREEMENT,
THE OBLIGOR SHALL TAKE ALL ACTIONS WITH RESPECT THERETO (INCLUDING, TO THE
EXTENT REQUIRED UNDER APPLICABLE LAW, CAUSING A UNIT CERTIFICATE TO BE ISSUED
WHICH CONTAINS A NOTATION OF THE SECURITY INTEREST OF THE COLLATERAL AGENT
THEREON) AS SHALL BE REQUIRED UNDER APPLICABLE LAW TO ENSURE THAT THE SECURITY
INTERESTS OF THE COLLATERAL AGENT THEREIN ARE PERFECTED UNDER RELEVANT LAW.
IMMEDIATELY UPON ANY REQUEST OF THE COLLATERAL AGENT MADE FOR THE PURPOSE SET
FORTH IN