CASE MAY BE, AND ALL RECORDS RELATING THERETO, ARE
GENUINE AND IN ALL RESPECTS WHAT THEY PURPORT TO BE.
3.8.
FILING REQUIREMENTS.
NONE OF THE EQUIPMENT
OWNED BY THE GRANTOR AND CONSTITUTING PART OF THE COLLATERAL IS COVERED BY ANY
CERTIFICATE OF TITLE, EXCEPT FOR THE VEHICLES DESCRIBED IN PART A OF
EXHIBIT "B".
NONE OF THE COLLATERAL OWNED BY THE GRANTOR IS OF A TYPE FOR WHICH
SECURITY INTERESTS OR LIENS MAY BE PERFECTED BY FILING UNDER ANY FEDERAL STATUTE
EXCEPT FOR (I) THE VEHICLES DESCRIBED IN PART B OF EXHIBIT "B" AND (II) PATENTS,
TRADEMARKS AND COPYRIGHTS HELD BY THE GRANTOR AND DESCRIBED IN PART C OF
EXHIBIT "B".
THE LEGAL DESCRIPTION, COUNTY AND STREET ADDRESS OF THE PROPERTY
ON WHICH ANY FIXTURES OWNED BY THE GRANTOR ARE LOCATED IS SET FORTH IN
EXHIBIT "C" TOGETHER WITH THE NAME AND ADDRESS OF THE RECORD OWNER OF EACH SUCH
PROPERTY.
3.9.
NO FINANCING STATEMENTS.
NO FINANCING
STATEMENT DESCRIBING ALL OR ANY PORTION OF THE COLLATERAL WHICH HAS NOT LAPSED
OR BEEN TERMINATED NAMING THE GRANTOR AS DEBTOR HAS BEEN FILED IN ANY
JURISDICTION EXCEPT FINANCING STATEMENTS (I) NAMING SECURED PARTY AS SECURED
PARTY AND (II) IN RESPECT OF PERMITTED LIENS.
3.10.
FEDERAL EMPLOYER IDENTIFICATION NUMBER; STATE
ORGANIZATION NUMBER; JURISDICTION OF ORGANIZATION.
THE GRANTOR'S FEDERAL
EMPLOYER IDENTIFICATION NUMBER IS, AND IF THE GRANTOR IS A REGISTERED
ORGANIZATION, THE GRANTOR'S STATE OF ORGANIZATION, TYPE OF ORGANIZATION AND
STATE OF ORGANIZATION IDENTIFICATION NUMBER ARE, LISTED IN EXHIBIT "G".
3.11.
PLEDGED SECURITIES AND OTHER INVESTMENT PROPERTY.
EXHIBIT "D" SETS FORTH A COMPLETE AND ACCURATE LIST OF THE INSTRUMENTS,
SECURITIES AND OTHER INVESTMENT PROPERTY DELIVERED TO SECURED PARTY.
THE
GRANTOR IS THE DIRECT AND BENEFICIAL OWNER OF EACH INSTRUMENT, SECURITY AND
OTHER TYPE OF INVESTMENT PROPERTY LISTED IN EXHIBIT "D" AS BEING OWNED BY IT,
FREE AND CLEAR OF ANY LIENS, EXCEPT FOR THE SECURITY INTEREST GRANTED TO THE
SECURED PARTY HEREUNDER.
THE
7
GRANTOR FURTHER REPRESENTS AND WARRANTS THAT (I) ALL SUCH INSTRUMENTS,
SECURITIES OR OTHER TYPES OF INVESTMENT PROPERTY WHICH ARE SHARES OF STOCK IN A
CORPORATION OR OWNERSHIP INTERESTS IN A PARTNERSHIP OR LIMITED LIABILITY COMPANY
HAVE BEEN (TO THE EXTENT SUCH CONCEPTS ARE RELEVANT WITH RESPECT TO SUCH
INSTRUMENT, SECURITY OR OTHER TYPE OF INVESTMENT PROPERTY) DULY AND VALIDLY
ISSUED, ARE FULLY PAID AND NON-ASSESSABLE AND CONSTITUTE THE PERCENTAGE OF THE
ISSUED AND OUTSTANDING SHARES OF STOCK (OR OTHER EQUITY INTERESTS) OF THE
RESPECTIVE ISSUERS THEREOF INDICATED IN EXHIBIT "D" HERETO AND (II) WITH RESPECT
TO ANY CERTIFICATES DELIVERED TO THE SECURED PARTY REPRESENTING AN OWNERSHIP
INTEREST IN A PARTNERSHIP OR LIMITED LIABILITY COMPANY, EITHER SUCH CERTIFICATES
ARE SECURITIES AS DEFINED IN ARTICLE 8 OF THE DELAWARE UCC OF THE APPLICABLE
JURISDICTION AS A RESULT OF ACTIONS BY THE ISSUER OR OTHERWISE, OR, IF SUCH
CERTIFICATES ARE NOT SECURITIES, THE GRANTOR HAS SO INFORMED THE SECURED PARTY
SO THAT THE SECURED PARTY MAY TAKE STEPS TO PERFECT ITS SECURITY INTEREST
THEREIN AS A GENERAL INTANGIBLE.
3.12.
INTELLECTUAL PROPERTY.
3.12.1