COPYRIGHT SECURITY AGREEMENTS OR TRADEMARK SECURITY AGREEMENTS AS AGENT
MAY REQUEST TO EVIDENCE AGENT'S LIEN ON SUCH PATENT, TRADEMARK OR COPYRIGHT, AND
THE GENERAL INTANGIBLES OF GRANTOR RELATING THERETO OR REPRESENTED THEREBY.
III.
GRANTORS SHALL TAKE ALL ACTIONS NECESSARY OR REQUESTED BY AGENT
TO MAINTAIN AND PURSUE EACH APPLICATION, TO OBTAIN THE RELEVANT REGISTRATION AND
TO MAINTAIN THE REGISTRATION OF EACH OF THE PATENTS, TRADEMARKS AND COPYRIGHTS
(NOW OR HEREAFTER EXISTING), INCLUDING THE FILING OF APPLICATIONS FOR RENEWAL,
AFFIDAVITS OF USE, AFFIDAVITS OF NONCONTESTABILITY AND OPPOSITION AND
INTERFERENCE AND CANCELLATION PROCEEDINGS, UNLESS THE APPLICABLE GRANTOR SHALL
REASONABLY DETERMINE THAT SUCH PATENT, TRADEMARK OR COPYRIGHT IS NOT MATERIAL TO
THE CONDUCT OF ITS BUSINESS.
IV.
IN THE EVENT THAT ANY OF THE PATENT, TRADEMARK OR COPYRIGHT
COLLATERAL IS INFRINGED UPON, OR MISAPPROPRIATED OR DILUTED BY A THIRD PARTY,
SUCH GRANTOR SHALL COMPLY WITH SECTION 5(A)(IX) OF THIS SECURITY AGREEMENT. SUCH
GRANTOR SHALL, UNLESS SUCH GRANTOR SHALL REASONABLY DETERMINE THAT SUCH PATENT,
TRADEMARK OR COPYRIGHT COLLATERAL IS IN NO WAY MATERIAL TO THE CONDUCT OF ITS
BUSINESS OR OPERATIONS, PROMPTLY TAKE ACTION TO PROTECT SUCH PATENT, TRADEMARK
OR COPYRIGHT COLLATERAL (INCLUDING, BUT NOT LIMITED TO, SUING FOR INFRINGEMENT,
MISAPPROPRIATION OR DILUTION AND TO RECOVER ANY AND ALL DAMAGES FOR SUCH
INFRINGEMENT, MISAPPROPRIATION OR DILUTION), AND SHALL TAKE SUCH OTHER ACTIONS
AS AGENT SHALL REASONABLY DEEM APPROPRIATE UNDER THE CIRCUMSTANCES TO PROTECT
SUCH PATENT, TRADEMARK OR COPYRIGHT COLLATERAL.
V.
INDEMNIFICATION. IN ANY SUIT, PROCEEDING OR ACTION BROUGHT BY
AGENT OR ANY LENDER RELATING TO ANY COLLATERAL FOR ANY SUM OWING WITH RESPECT
THERETO OR TO ENFORCE ANY RIGHTS OR CLAIMS WITH RESPECT THERETO, EACH GRANTOR
WILL SAVE, INDEMNIFY AND KEEP AGENT AND LENDERS HARMLESS FROM AND AGAINST ALL
EXPENSE (INCLUDING REASONABLE ATTORNEYS' FEES AND EXPENSES), LOSS OR DAMAGE
SUFFERED BY REASON OF ANY DEFENSE, SETOFF, COUNTERCLAIM, RECOUPMENT OR REDUCTION
OF LIABILITY WHATSOEVER OF THE ACCOUNT DEBTOR OR OTHER PERSON OBLIGATED ON THE
COLLATERAL, ARISING OUT OF A BREACH BY ANY GRANTOR OF ANY OBLIGATION THEREUNDER
OR ARISING OUT OF ANY OTHER AGREEMENT, INDEBTEDNESS OR LIABILITY AT ANY TIME
OWING TO, OR IN FAVOR OF, SUCH OBLIGOR OR ITS SUCCESSORS
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FROM SUCH GRANTOR, EXCEPT IN THE CASE OF AGENT OR ANY LENDER, TO THE EXTENT SUCH
EXPENSE, LOSS, OR DAMAGE IS ATTRIBUTABLE SOLELY TO THE GROSS NEGLIGENCE OR
WILLFUL MISCONDUCT OF AGENT OR SUCH LENDER AS FINALLY DETERMINED BY A COURT OF
COMPETENT JURISDICTION. ALL SUCH OBLIGATIONS OF GRANTORS SHALL BE AND REMAIN
ENFORCEABLE AGAINST AND ONLY AGAINST GRANTORS AND SHALL NOT BE ENFORCEABLE
AGAINST AGENT OR ANY LENDER.
(D)
COMPLIANCE WITH TERMS OF ACCOUNTS, ETC. IN ALL MATERIAL RESPECTS,
EACH GRANTOR WILL PERFORM AND COMPLY WITH ALL OBLIGATIONS IN RESPECT OF THE
COLLATERAL AND ALL OTHER AGREEMENTS TO WHICH IT IS A PARTY OR BY WHICH IT IS
BOUND RELATING TO THE COLLATERAL.
(E)
LIMITATION ON LIENS ON COLLATERAL. NO GRANTOR WILL CREATE, PERMIT
OR SUFFER TO EXIST, AND EACH GRANTOR WILL DEFEND THE COLLATERAL AGAINST, AND
TAKE SUCH OTHER ACTION