BY THE COLLATERAL AGENT.
(E)
THE CONCENTRATION ACCOUNT SHALL AT ALL
TIMES BE UNDER THE SOLE DOMINION AND CONTROL OF THE COLLATERAL AGENT.
THE LOAN
PARTIES HEREBY ACKNOWLEDGE AND AGREE THAT (I) THE LOAN PARTIES HAVE NO RIGHT OF
WITHDRAWAL FROM THE CONCENTRATION ACCOUNT, (II) THE FUNDS ON DEPOSIT IN THE
CONCENTRATION ACCOUNT SHALL AT ALL TIMES BE COLLATERAL SECURITY FOR ALL OF THE
OBLIGATIONS AND (III) THE FUNDS ON DEPOSIT IN THE CONCENTRATION ACCOUNT SHALL BE
APPLIED AS PROVIDED IN THIS AGREEMENT.
(F)
IN THE EVENT THAT, AFTER THE OCCURRENCE
AND DURING THE CONTINUANCE OF A CASH DOMINION EVENT, ANY LOAN PARTY RECEIVES OR
OTHERWISE HAS DOMINION AND CONTROL OF
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ANY PROCEEDS OR COLLECTIONS DESCRIBED IN SECTION 6.13(C), SUCH PROCEEDS AND
COLLECTIONS SHALL BE HELD IN TRUST BY SUCH LOAN PARTY FOR THE COLLATERAL AGENT,
SHALL NOT BE COMMINGLED WITH ANY OF SUCH LOAN PARTY'S OTHER FUNDS OR DEPOSITED
IN ANY ACCOUNT OF SUCH LOAN PARTY AND SHALL, NOT LATER THAN THE BUSINESS DAY
AFTER RECEIPT THEREOF, BE DEPOSITED INTO THE CONCENTRATION ACCOUNT OR DEALT WITH
IN SUCH OTHER FASHION AS SUCH LOAN PARTY MAY BE INSTRUCTED BY THE COLLATERAL
AGENT.
(G)
UPON THE REQUEST OF THE ADMINISTRATIVE
AGENT, THE LOAN PARTIES SHALL CAUSE BANK STATEMENTS AND/OR OTHER REPORTS TO BE
DELIVERED TO THE ADMINISTRATIVE AGENT NOT LESS OFTEN THAN MONTHLY, ACCURATELY
SETTING FORTH ALL AMOUNTS DEPOSITED IN EACH BLOCKED ACCOUNT TO ENSURE THE PROPER
TRANSFER OF FUNDS AS SET FORTH ABOVE.
6.14
Information Regarding the Collateral.
(A)
FURNISH TO THE ADMINISTRATIVE AGENT AT
LEAST THIRTY (30) DAYS PRIOR WRITTEN NOTICE OF ANY CHANGE IN: (I) ANY LOAN
PARTY'S NAME OR IN ANY TRADE NAME USED TO IDENTIFY IT IN THE CONDUCT OF ITS
BUSINESS OR IN THE OWNERSHIP OF ITS PROPERTIES; (II) THE LOCATION OF ANY LOAN
PARTY'S CHIEF EXECUTIVE OFFICE, ITS PRINCIPAL PLACE OF BUSINESS, ANY OFFICE IN
WHICH IT MAINTAINS BOOKS OR RECORDS RELATING TO COLLATERAL OWNED BY IT OR ANY
OFFICE OR FACILITY AT WHICH COLLATERAL OWNED BY IT IS LOCATED (INCLUDING THE
ESTABLISHMENT OF ANY SUCH NEW OFFICE OR FACILITY); (III) ANY LOAN PARTY'S
ORGANIZATIONAL STRUCTURE OR JURISDICTION OF INCORPORATION OR FORMATION; OR
(IV) ANY LOAN PARTY'S FEDERAL TAXPAYER IDENTIFICATION NUMBER OR ORGANIZATIONAL
IDENTIFICATION NUMBER ASSIGNED TO IT BY ITS STATE OF ORGANIZATION. THE LOAN
PARTIES AGREE NOT TO EFFECT OR PERMIT ANY CHANGE REFERRED TO IN THE PRECEDING
SENTENCE UNLESS ALL FILINGS HAVE BEEN MADE UNDER THE UCC OR OTHERWISE THAT ARE
REQUIRED IN ORDER FOR THE COLLATERAL AGENT TO CONTINUE AT ALL TIMES FOLLOWING
SUCH CHANGE TO HAVE A VALID, LEGAL AND PERFECTED SECURITY INTEREST IN ALL THE
COLLATERAL (SUBJECT ONLY TO (I) WITH RESPECT TO THE NOTE PURCHASERS PRIORITY
COLLATERAL ONLY, LIENS SECURING THE OBLIGATIONS OF THE LOAN PARTIES WITH RESPECT
TO THE NOTE PURCHASE FACILITY, AND (II) OTHER PERMITTED ENCUMBRANCES HAVING
PRIORITY BY OPERATION OF APPLICABLE LAW) FOR ITS OWN BENEFIT AND THE BENEFIT OF
THE OTHER CREDIT PARTIES.
(B)
FROM TIME TO TIME AS MAY BE REASONABLY