BY A PROMISSORY NOTE OR OTHER INSTRUMENT OR CHATTEL PAPER, DELIVER AND
PLEDGE TO LENDER HEREUNDER SUCH NOTE OR INSTRUMENT OR CHATTEL PAPER DULY
INDORSED AND ACCOMPANIED BY DULY EXECUTED INSTRUMENTS OF TRANSFER OR ASSIGNMENT,
ALL IN FORM AND SUBSTANCE SATISFACTORY TO LENDER; (II) EXECUTE OR AUTHENTICATE
AND FILE SUCH FINANCING OR CONTINUATION STATEMENTS, OR AMENDMENTS THERETO, AND
SUCH OTHER INSTRUMENTS OR NOTICES, AS MAY BE NECESSARY OR DESIRABLE AND AS
LENDER MAY REQUEST, IN ORDER TO PERFECT AND PRESERVE THE SECURITY INTEREST
GRANTED OR PURPORTED TO BE GRANTED BY BORROWER HEREUNDER; (III) TAKE ALL ACTION
NECESSARY TO ENSURE THAT LENDER HAS CONTROL OF ANY COLLATERAL CONSISTING OF
DEPOSIT ACCOUNTS, ELECTRONIC CHATTEL PAPER, INVESTMENT PROPERTY AND
LETTER-OF-CREDIT RIGHTS AS PROVIDED IN SECTIONS 9-104, 9-105, 9-106 AND 9-107 OF
THE UCC; AND (IV) DELIVER TO LENDER EVIDENCE THAT ALL OTHER ACTION THAT LENDER
MAY REASONABLY DEEM NECESSARY OR DESIRABLE IN ORDER TO PERFECT AND PROTECT THE
SECURITY INTEREST GRANTED OR PURPORTED TO BE GRANTED BY BORROWER UNDER THIS
AGREEMENT HAS BEEN TAKEN.
BORROWER GRANTS TO LENDER AN IRREVOCABLE POWER OF
ATTORNEY COUPLED WITH AN INTEREST FOR THE PURPOSE OF PROTECTING, PERFECTING,
PRESERVING AND REALIZING UPON THE INTERESTS GRANTED PURSUANT TO THIS AGREEMENT
AND TO EFFECT THE INTENT HEREOF, ALL AS FULLY AND EFFECTUALLY AS BORROWER MIGHT
OR COULD DO; AND BORROWER HEREBY RATIFIES ALL THAT LENDER SHALL LAWFULLY DO OR
CAUSE TO BE DONE BY VIRTUE HEREOF.
UPON RECEIPT OF AN AFFIDAVIT OF AN OFFICER
OF LENDER AS TO THE LOSS, THEFT, DESTRUCTION OR MUTILATION OF THE NOTE OR ANY
OTHER LOAN DOCUMENT WHICH IS NOT OF PUBLIC RECORD, AND, IN THE CASE OF ANY SUCH
MUTILATION, UPON SURRENDER AND CANCELLATION OF SUCH NOTE OR OTHER APPLICABLE
LOAN DOCUMENT, BORROWER WILL ISSUE, IN LIEU THEREOF, A REPLACEMENT NOTE OR OTHER
APPLICABLE LOAN DOCUMENT, DATED THE DATE OF SUCH LOST, STOLEN, DESTROYED OR
MUTILATED NOTE OR OTHER LOAN DOCUMENT IN THE SAME PRINCIPAL AMOUNT THEREOF AND
OTHERWISE OF LIKE TENOR.
SECTION 2.04.
RECORDING OF AGREEMENT, ETC.
BORROWER FORTHWITH UPON THE
EXECUTION AND DELIVERY OF THIS AGREEMENT AND THEREAFTER, FROM TIME TO TIME,
WILL, AT THE REQUEST OF LENDER, CAUSE THIS AGREEMENT, AND ANY SECURITY
INSTRUMENT CREATING A LIEN OR SECURITY INTEREST OR EVIDENCING THE LIEN HEREOF
UPON THE COLLATERAL AND EACH INSTRUMENT OF FURTHER ASSURANCE TO BE FILED,
REGISTERED OR RECORDED IN SUCH MANNER AND IN SUCH PLACES AS MAY BE REQUIRED BY
ANY PRESENT OR FUTURE LAW IN ORDER TO PUBLISH NOTICE OF AND FULLY PROTECT THE
LIEN OR SECURITY INTEREST HEREOF UPON, AND THE INTEREST OF LENDER IN, THE
COLLATERAL.
BORROWER WILL PAY ALL FILING, REGISTRATION OR RECORDING FEES, AND
ALL EXPENSES INCIDENT TO THE PREPARATION, EXECUTION AND ACKNOWLEDGMENT OF THIS
AGREEMENT, ANY ADDITIONAL SECURITY INSTRUMENT WITH RESPECT TO THE COLLATERAL AND
ANY INSTRUMENT OF FURTHER ASSURANCE, AND ALL FEDERAL, STATE, COUNTY AND
MUNICIPAL, TAXES, DUTIES, IMPOSTS, ASSESSMENTS AND CHARGES ARISING OUT OF OR IN
CONNECTION WITH THE EXECUTION AND DELIVERY OF THIS AGREEMENT, AND ANY SECURITY
AGREEMENT SUPPLEMENTAL HERETO,