REASONABLE ASSISTANCE AND
INFORMATION AS COBANK MAY REASONABLY REQUIRE IN CONNECTION THEREWITH.
(C)
COBANK SHALL HAVE INSPECTION RIGHTS AS SET FORTH IN SUBSECTION
8(G) OF THE LOAN AGREEMENT AND AS SET FORTH IN ANY OTHER LOAN DOCUMENT,
INCLUDING ANY MORTGAGE OR SIMILAR DOCUMENT.
4.4
ACCOUNTS.
UNLESS NOTIFIED OTHERWISE BY COBANK IN ACCORDANCE
WITH THE TERMS HEREOF, EACH GRANTOR SHALL ENDEAVOR TO THE EXTENT COMMERCIALLY
REASONABLE TO COLLECT ITS ACCOUNTS AND ALL AMOUNTS OWING TO IT THEREUNDER IN THE
ORDINARY COURSE OF BUSINESS AND SHALL APPLY FORTHWITH UPON RECEIPT THEREOF ALL
SUCH AMOUNTS AS ARE SO COLLECTED TO THE OUTSTANDING BALANCES THEREOF, AND IN
CONNECTION THEREWITH SHALL, IF AN EVENT OF DEFAULT HAS OCCURRED AND IS
CONTINUING, AT THE REQUEST OF COBANK, TAKE SUCH ACTION AS COBANK MAY DEEM
NECESSARY OR ADVISABLE (WITHIN APPLICABLE LAWS) TO ENFORCE SUCH COLLECTION.
EACH GRANTOR SHALL PROMPTLY INFORM COBANK OF ANY DISPUTES WITH ANY ACCOUNT
DEBTOR OR OBLIGOR AND OF ANY CLAIMED OFFSET AND COUNTERCLAIM THAT MAY BE
ASSERTED WITH RESPECT THERETO INVOLVING, IN EACH CASE OR IN THE AGGREGATE,
$100,000 OR MORE, WHERE SUCH GRANTOR REASONABLY BELIEVES THAT THE LIKELIHOOD OF
PAYMENT BY SUCH ACCOUNT DEBTOR IS MATERIALLY IMPAIRED, INDICATING IN DETAIL THE
REASON FOR THE DISPUTE, ALL CLAIMS RELATING THERETO AND THE AMOUNT IN
CONTROVERSY.
15
Amended and Restated Pledge and Security Agreement/New Ulm Telecom, Inc.
Loan No. RX0583
4.5
INSTRUMENTS.
EACH GRANTOR AGREES THAT IF ANY INTERCOMPANY
OBLIGATIONS, ACCOUNTS OR OTHER COLLATERAL SHALL AT ANY TIME BE EVIDENCED BY A
PROMISSORY NOTE, CHATTEL PAPER, ELECTRONIC CHATTEL PAPER OR OTHER INSTRUMENT,
ANY SUCH PROMISSORY NOTE, CHATTEL PAPER, ELECTRONIC CHATTEL PAPER OR OTHER
INSTRUMENT SHALL BE IN FORM SUITABLE FOR TRANSFER BY DELIVERY (OR THE GRANTING
OF "CONTROL") AND, TO THE EXTENT AMOUNTS THEREOF EXCEED IN THE AGGREGATE
$100,000 AT ANY ONE TIME, SHALL BE PROMPTLY DELIVERED TO COBANK TO BE HELD AS
COLLATERAL HEREUNDER, TOGETHER WITH APPROPRIATE ENDORSEMENTS OR OTHER NECESSARY
INSTRUMENTS OF REGISTRATION, TRANSFER OR ASSIGNMENT, DULY EXECUTED AND IN FORM
AND SUBSTANCE REASONABLY SATISFACTORY TO COBANK, AND IN EACH CASE TOGETHER WITH
SUCH OTHER INSTRUMENTS OR DOCUMENTS AS COBANK MAY REASONABLY REQUEST FROM TIME
TO TIME.
4.6
INVENTORY. EACH GRANTOR WILL, IN ACCORDANCE WITH SOUND BUSINESS
PRACTICE, USE COMMERCIALLY REASONABLE EFFORTS TO MAINTAIN ALL INVENTORY HELD BY
IT OR ON ITS BEHALF IN REASONABLE SALEABLE OR USEABLE CONDITION.
UNLESS
NOTIFIED OTHERWISE BY COBANK IN ACCORDANCE WITH THE TERMS HEREOF, EACH GRANTOR
MAY, IN ANY LAWFUL MANNER NOT PROHIBITED BY THE PROVISIONS OF THIS AGREEMENT AND
THE OTHER LOAN DOCUMENTS, PROCESS, USE AND, IN THE ORDINARY COURSE OF BUSINESS
AND AS PERMITTED UNDER THE LOAN AGREEMENT, BUT NOT OTHERWISE, SELL ITS
INVENTORY. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, EACH GRANTOR AGREES
THAT IT SHALL NOT PERMIT AN AMOUNT OF INVENTORY OR OTHER COLLATERAL EXCEEDING
$100,000 TO BE IN THE POSSESSION OF ANY BAILEE, WAREHOUSEMAN, AGENT OR PROCESSOR
AT ANY TIME UNLESS SUCH BAILEE, WAREHOUSEMAN, AGENT OR PROCESSOR SHALL HAVE BEEN
NOTIFIED OF THE SECURITY INTEREST CREATED BY THIS AGREEMENT AND