DETERMINED BY SUCH GRANTOR'S COMMERCIALLY REASONABLE BUSINESS JUDGMENT, EACH
GRANTOR SHALL CAUSE THE EQUIPMENT TO BE MAINTAINED AND PRESERVED IN GOOD REPAIR,
WORKING ORDER AND CONDITION, REASONABLE WEAR AND TEAR EXCEPTED, AND SHALL AS
QUICKLY AS COMMERCIALLY REASONABLY PRACTICABLE MAKE OR CAUSE TO BE MADE ALL
REPAIRS, REPLACEMENTS AND OTHER IMPROVEMENTS WHICH ARE NECESSARY OR APPROPRIATE
IN THE CONDUCT OF SUCH GRANTOR'S BUSINESS.
SECTION 3.07.
NO CONFLICTS, CONSENTS, ETC.IN THE EVENT THAT THE
COLLATERAL AGENT DESIRES TO EXERCISE ANY REMEDIES, VOTING OR CONSENSUAL RIGHTS
OR ATTORNEY-IN-FACT POWERS SET FORTH IN THIS AGREEMENT AND DETERMINES IT
NECESSARY TO OBTAIN ANY APPROVALS OR CONSENTS OF ANY GOVERNMENTAL AUTHORITY OR
ANY OTHER PERSON THEREFOR, THEN, UPON THE REASONABLE REQUEST OF THE COLLATERAL
AGENT, SUCH GRANTOR AGREES TO USE ITS COMMERCIALLY REASONABLE EFFORTS TO ASSIST
AND AID THE COLLATERAL AGENT TO OBTAIN AS SOON AS PRACTICABLE ANY NECESSARY
APPROVALS OR CONSENTS FOR THE EXERCISE OF ANY SUCH REMEDIES, RIGHTS AND POWERS.
ARTICLE IV
COVENANTS
SECTION 4.01.
CHANGE OF NAME; LOCATION OF COLLATERAL; RECORDS;
PLACE OF BUSINESS. (A)
EACH GRANTOR SHALL COMPLY WITH THE PROVISIONS OF
SECTION 5.07 OF THE CREDIT AGREEMENT.
(B)
EACH GRANTOR AGREES TO MAINTAIN, AT ITS OWN
COST AND EXPENSE, RECORDS WHICH ARE COMPLETE AND ACCURATE IN ALL MATERIAL
RESPECTS WITH RESPECT TO THE COLLATERAL OWNED BY IT AS IS CONSISTENT WITH ITS
CURRENT PRACTICES AND, AT SUCH TIME OR TIMES AS THE COLLATERAL AGENT
MAY REASONABLY REQUEST, PROMPTLY TO PREPARE AND DELIVER TO THE COLLATERAL AGENT
A DULY CERTIFIED SCHEDULE OR SCHEDULES IN FORM AND DETAIL REASONABLY
SATISFACTORY TO THE COLLATERAL AGENT SHOWING THE IDENTITY, AMOUNT AND LOCATION
OF ANY AND ALL COLLATERAL.
SECTION 4.02.
PROTECTION OF SECURITY. EXCEPT AS DETERMINED BY
SUCH GRANTOR'S COMMERCIALLY REASONABLE BUSINESS JUDGMENT, EACH GRANTOR SHALL, AT
ITS OWN COST AND EXPENSE, TAKE ANY AND ALL ACTIONS NECESSARY AND REASONABLE TO
DEFEND TITLE TO THE COLLATERAL AGAINST ALL PERSONS AND TO DEFEND THE SECURITY
INTERESTS OF THE COLLATERAL AGENT IN THE COLLATERAL AND THE PRIORITY THEREOF
AGAINST ANY LIEN OTHER THAN PERMITTED LIENS.
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SECTION 4.03.
FURTHER ASSURANCES. 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
COLLATERAL AGENT MAY FROM TIME TO TIME REASONABLY REQUEST TO PRESERVE, PROTECT
AND PERFECT THE SECURITY INTERESTS 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 INTERESTS
AND THE FILING OF ANY FINANCING STATEMENTS (INCLUDING FIXTURE FILINGS) OR OTHER
DOCUMENTS IN CONNECTION HEREWITH OR THEREWITH.
SECTION 4.04.
INSPECTION AND VERIFICATION. THE COLLATERAL AGENT
AND ITS REPRESENTATIVES AS THE COLLATERAL AGENT MAY REASONABLY DESIGNATE SHALL
HAVE THE RIGHT, AT THE GRANTORS' OWN COST AND EXPENSE, TO AT ALL REASONABLE
TIMES AND INTERVALS AND UPON REASONABLE PRIOR NOTICE INSPECT THE COLLATERAL, ALL
RECORDS RELATED THERETO (AND TO MAKE EXTRACTS AND COPIES FROM SUCH RECORDS) AND
THE