TO BE FILED WITHIN SUCH PERIOD).
EACH CERTIFICATE DELIVERED PURSUANT
TO THIS SECTION 3.03(C) SHALL IDENTIFY IN THE FORMAT OF SCHEDULE III ALL
INTELLECTUAL PROPERTY OF ANY GRANTOR IN EXISTENCE ON THE DATE THEREOF AND NOT
THEN LISTED ON SUCH SCHEDULES OR PREVIOUSLY SO IDENTIFIED TO THE ADMINISTRATIVE
AGENT.
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(D)
EACH GRANTOR SHALL, AT ITS OWN EXPENSE, TAKE ANY AND ALL
COMMERCIALLY REASONABLE ACTIONS NECESSARY TO DEFEND TITLE TO THE PERSONAL
PROPERTY COLLATERAL AGAINST ALL PERSONS AND TO DEFEND THE SECURITY INTEREST OF
THE ADMINISTRATIVE AGENT IN THE PERSONAL PROPERTY COLLATERAL AND THE PRIORITY
THEREOF, IN EACH CASE, AGAINST ANY LIEN NOT EXPRESSLY PERMITTED PURSUANT TO
SECTION 6.02 OF THE CREDIT AGREEMENT.
(E)
SUBJECT TO ANY SPECIFIC LIMITATION CONTAINED HEREIN, EACH GRANTOR
AGREES, AT ITS OWN EXPENSE, TO EXECUTE, ACKNOWLEDGE, DELIVER AND CAUSE TO BE
DULY FILED ALL SUCH FURTHER INSTRUMENTS AND DOCUMENTS AND TAKE ALL SUCH ACTIONS
AS THE ADMINISTRATIVE AGENT MAY FROM TIME TO TIME REASONABLY REQUEST TO BETTER
ASSURE, PRESERVE, PROTECT AND PERFECT THE SECURITY INTEREST AND THE RIGHTS AND
REMEDIES CREATED HEREBY, INCLUDING THE PAYMENT OF ANY FEES AND TAXES REQUIRED IN
CONNECTION WITH THE EXECUTION AND DELIVERY OF THIS AGREEMENT, THE GRANTING OF
THE SECURITY INTEREST AND THE FILING OF ANY FINANCING STATEMENTS OR FINANCING
CHANGE STATEMENTS (INCLUDING FIXTURE FILINGS) OR OTHER DOCUMENTS IN CONNECTION
HEREWITH OR THEREWITH.
IF ANY AMOUNT PAYABLE UNDER OR IN CONNECTION WITH ANY OF
THE PERSONAL PROPERTY COLLATERAL SHALL BE OR BECOME EVIDENCED BY ANY PROMISSORY
NOTE OR OTHER INSTRUMENT, SUBJECT TO SECTION 3.04 SUCH NOTE OR INSTRUMENT SHALL
BE IMMEDIATELY PLEDGED AND DELIVERED TO THE ADMINISTRATIVE AGENT, DULY ENDORSED
IN A MANNER SATISFACTORY TO THE ADMINISTRATIVE AGENT.
Without limiting the generality of the foregoing, each Grantor hereby authorizes
the Administrative Agent, with prompt notice thereof to the Grantors, to
supplement this Agreement by supplementing Schedule III or adding additional
schedules hereto to specifically identify any asset or item that may constitute
Copyrights, Licenses, Patents, Trade-marks or Industrial Designs, provided that
any Grantor shall have the right, exercisable within 10 days after it has been
notified by the Administrative Agent of the specific identification of such
Collateral, to advise the Administrative Agent in writing of any inaccuracy of
the representations and warranties made by such Grantor hereunder with respect
to such Collateral.
Each Grantor agrees that it will use its best efforts to
take such action as shall be necessary in order that all representations and
warranties hereunder shall be true and correct with respect to such Collateral
within 30 days after the date it has been notified by the Administrative Agent
of the specific identification of such Collateral.
(f)
At its option, the Administrative Agent may discharge past due
taxes, assessments, charges, fees, Liens, security interests or other
encumbrances at any time levied or placed on the Personal Property Collateral
and not permitted pursuant to Section 6.02 of the Credit Agreement, and may pay
for the maintenance and preservation of the Personal Property Collateral to the
extent