Secured Party and to direct
such customers or obligors to make payment of all amounts due or to become due
directly to Secured Party; (B) enforce collection of any such Contracts; and (C)
adjust, settle or compromise the amount or payment of such Contracts.
6.7
TAXES AND CLAIMS.
EACH DEBTOR WILL PAY (A) ALL TAXES, ASSESSMENTS
AND OTHER GOVERNMENTAL CHARGES IMPOSED UPON THE COLLATERAL BEFORE ANY PENALTY
ACCRUES THEREON AND (B) ALL CLAIMS (INCLUDING CLAIMS FOR LABOR, SERVICES,
MATERIALS AND SUPPLIES) FOR SUMS THAT HAVE BECOME DUE AND PAYABLE AND THAT BY
LAW HAVE OR MAY BECOME A LIEN UPON ANY OF THE COLLATERAL BEFORE ANY PENALTY OR
FINE IS INCURRED WITH RESPECT THERETO; PROVIDED THAT NO SUCH TAX, CHARGE OR
CLAIM NEED BE PAID IF SUCH DEBTOR IS CONTESTING SAME IN GOOD FAITH BY
APPROPRIATE PROCEEDINGS PROMPTLY INSTITUTED AND DILIGENTLY CONDUCTED AND IF SUCH
DEBTOR HAS ESTABLISHED SUCH RESERVE OR OTHER APPROPRIATE PROVISION, IF ANY, AS
SHALL BE REQUIRED IN CONFORMITY WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES
CONSISTENTLY APPLIED.
6.8
COLLATERAL DESCRIPTION.
EACH DEBTOR WILL FURNISH TO SECURED
PARTY, FROM TIME TO TIME, STATEMENTS AND SCHEDULES FURTHER IDENTIFYING AND
DESCRIBING THE COLLATERAL AND SUCH OTHER REPORTS IN CONNECTION WITH THE
COLLATERAL AS SECURED PARTY MAY REASONABLY REQUEST, ALL IN REASONABLE DETAIL.
6.9
USE OF COLLATERAL.
NO DEBTOR WILL USE OR PERMIT ANY COLLATERAL TO
BE USED UNLAWFULLY OR IN VIOLATION OF ANY PROVISION OF THIS AGREEMENT OR ANY
APPLICABLE STATUE, REGULATION OR ORDINANCE OR ANY POLICY OF INSURANCE COVERING
ANY OF THE COLLATERAL.
6.10
RECORDS OF COLLATERAL.
EACH DEBTOR SHALL KEEP FULL AND ACCURATE
BOOKS AND RECORDS RELATING TO THE COLLATERAL, CONSISTENT WITH ITS ORDINARY
BUSINESS PRACTICES.
6.11
FEDERAL CLAIMS.
UPON THE REQUEST OF SECURED PARTY, SO LONG AS AN
EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, EACH DEBTOR, AT ITS OWN
EXPENSE, SHALL TAKE SUCH STEPS AS MAY BE NECESSARY TO COMPLY WITH ANY APPLICABLE
FEDERAL ASSIGNMENT OF CLAIMS LAWS AND OTHER COMPARABLE LAWS.
6.12
OTHER INFORMATION.
EACH DEBTOR WILL, PROMPTLY UPON REQUEST,
PROVIDE TO SECURED PARTY ALL INFORMATION AND EVIDENCE IT MAY REASONABLY REQUEST
CONCERNING THE COLLATERAL TO ENABLE SECURED PARTY TO ENFORCE THE PROVISIONS OF
THIS AGREEMENT.
6.13
DISPUTE RESOLUTION.
NOTWITHSTANDING ANYTHING HEREIN TO THE
CONTRARY, THE PROVISIONS IN SECTION 8.0 OF THE CONSORTIUM AGREEMENT ARE
INCORPORATED BY REFERENCE AS IF FULLY SET FORTH HEREIN.
SECTION 7. SECURED PARTY APPOINTED ATTORNEY-IN-FACT
Each Debtor hereby irrevocably appoints Secured Party as its attorney-in-fact,
with full authority in the place and stead of such Debtor and in the name of
such Debtor, Secured Party or
8
otherwise, from time to time in Secured Party's discretion to take any action
and to execute any instrument that Secured Party may deem necessary or advisable
after the occurrence and during the continuation of an Event of Default to
accomplish the purposes of this Agreement, including, without limitation:
(A)
TO OBTAIN AND ADJUST INSURANCE REQUIRED TO BE PAID TO SECURED
PARTY;
(B)
TO ASK, DEMAND, COLLECT, SUE FOR, RECOVER, COMPOUND, RECEIVE AND