THE SECURITY
INTEREST OF THE COLLATERAL AGENT IN THE COLLATERAL INTENDED TO BE GRANTED HEREBY
AT ALL TIMES FULLY PERFECTED AND IN FULL FORCE AND EFFECT AND (III) AT THE
REASONABLE REQUEST OF THE COLLATERAL AGENT, IT SHALL HAVE FURNISHED AN OPINION
OF COUNSEL OR OTHER EVIDENCE 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);
(F)
RECOURSE.
THIS SECURITY AGREEMENT IS MADE WITH FULL RECOURSE TO
THE OBLIGOR AND PURSUANT TO AND UPON ALL THE WARRANTIES, REPRESENTATIONS,
COVENANTS AND AGREEMENTS ON THE PART OF THE OBLIGOR CONTAINED HEREIN,
30
IN THE OTHER CREDIT DOCUMENTS TO WHICH THE OBLIGOR IS A PARTY, IN THE INTEREST
RATE AGREEMENTS, IF ANY, TO WHICH THE OBLIGOR IS A PARTY, AND OTHERWISE IN
WRITING IN CONNECTION HEREWITH OR THEREWITH;
(G)
TRADE NAMES, CHANGE OF NAME.
THE OBLIGOR HAS NOT AND DOES NOT
OPERATE IN ANY JURISDICTION UNDER, OR IN THE PRECEDING TWELVE MONTHS HAS NOT HAD
AND HAS NOT OPERATED IN ANY JURISDICTION UNDER, ANY TRADE NAMES, FICTITIOUS
NAMES OR OTHER NAMES (INCLUDING ANY NAMES OF DIVISIONS OR OPERATIONS) EXCEPT ITS
LEGAL NAME AND SUCH OTHER TRADE, FICTITIOUS OR OTHER NAMES AS ARE LISTED ON
SCHEDULE 4.1(G) SCHEDULE 4.1(G).
THE OBLIGOR HAS ONLY OPERATED UNDER EACH NAME
SET FORTH IN SCHEDULE 4.1(G) IN THE JURISDICTION OR JURISDICTIONS SET FORTH
OPPOSITE EACH SUCH NAME ON SCHEDULE 4.1(G).
THE OBLIGOR SHALL NOT CHANGE ITS
LEGAL NAME OR ASSUME OR OPERATE IN ANY JURISDICTION UNDER ANY TRADE, FICTITIOUS
OR OTHER NAME EXCEPT THOSE NAMES LISTED ON SCHEDULE 4.1(G) IN THE JURISDICTIONS
LISTED WITH RESPECT TO SUCH NAMES (INCLUDING ANY NAMES OF DIVISIONS OR
OPERATIONS) AND NEW NAMES AND/OR JURISDICTIONS ESTABLISHED IN ACCORDANCE WITH
THE LAST SENTENCE OF THIS SECTION 4.1(G).
THE OBLIGOR SHALL NOT ASSUME OR
OPERATE IN ANY JURISDICTION UNDER ANY NEW TRADE, FICTITIOUS OR OTHER NAME OR, TO
THE EXTENT SUCH OPERATION MIGHT IMPAIR THE CREATION, MAINTENANCE, PERFECTION OR
PRIORITY OF ANY SECURITY INTEREST GRANTED HEREUNDER, OPERATE UNDER ANY EXISTING
NAME IN ANY ADDITIONAL JURISDICTION UNTIL (I) IT SHALL HAVE GIVEN TO THE
COLLATERAL AGENT NOT LESS THAN 30 DAYS' PRIOR WRITTEN NOTICE OF ITS INTENTION SO
TO DO, CLEARLY DESCRIBING SUCH NEW NAME AND/OR JURISDICTION AND, IN THE CASE OF
A NEW NAME, THE JURISDICTIONS IN WHICH SUCH NEW NAME SHALL BE USED AND PROVIDING
SUCH OTHER INFORMATION IN CONNECTION THEREWITH AS THE COLLATERAL AGENT MAY
REASONABLY REQUEST; AND (II) WITH RESPECT TO SUCH NEW NAME AND/OR NEW
JURISDICTION, IT SHALL HAVE TAKEN ALL ACTION TO MAINTAIN THE SECURITY INTEREST
OF THE COLLATERAL AGENT IN THE