of default and other terms not
materially more restrictive than those set forth in the DEBT INDENTURE.
(B)
HOLDINGS SHALL PROMPTLY GIVE NOTICE IN
WRITING TO TRAVELERS OF THE RECEIPT BY THE TRUSTEE UNDER THE DEBT INDENTURE OF
ANY PAYMENT BLOCKAGE NOTICE.
SECTION 6.22
CHANGE OF LOCATION OR NAME.
NONE OF THE INDEMNITORS SHALL CHANGE
(I) THE LOCATION OF ITS PRINCIPAL PLACE OF BUSINESS OR CHIEF EXECUTIVE OFFICE,
OR (II) ITS NAME OR THE NAME UNDER WHICH IT CONDUCTS BUSINESS OR ITS
JURISDICTION OF ORGANIZATION, IN EACH CASE WITHOUT GIVING TRAVELERS WRITTEN
NOTICE THEREOF PROMPTLY UPON THE EFFECTIVENESS OF SUCH CHANGE (AND IN ANY EVENT
NO LATER THAN 30 DAYS AFTER THE EFFECTIVENESS OF SUCH CHANGE) AND TAKING ALL
ACTIONS REASONABLY REQUESTED BY TRAVELERS TO MAINTAIN AND PRESERVE ALL LIENS IN
FAVOR OF TRAVELERS GRANTED PURSUANT TO THE UNDERWRITING DOCUMENTS.
ARTICLE VII
RIGHTS OF TRAVELERS
SECTION 7.1
FURTHER ASSURANCES/TRAVELERS AS ATTORNEY-IN-FACT.
PRINCIPALS
AGREE TO SIGN, EXECUTE, FILE AND/OR DELIVER TO TRAVELERS ALL DOCUMENTS, REPORTS,
PAPERS, PLEADINGS AND/OR INSTRUMENTS REASONABLY REQUESTED BY TRAVELERS TO
OBTAIN, AND/OR PERFECT ANY OF TRAVELERS'S RIGHTS UNDER THIS AGREEMENT.
THE
INDEMNITORS IRREVOCABLY NOMINATE AND APPOINT TRAVELERS OR ANY OTHER PERSON(S)
DESIGNATED BY TRAVELERS, EFFECTIVE UPON THE OCCURRENCE AND DURING THE
CONTINUANCE OF AN EVENT OF DEFAULT, TRUE AND LAWFUL ATTORNEY-IN-FACT OF THE
INDEMNITORS, WITH FULL RIGHT AND AUTHORITY, UPON THE OCCURRENCE AND DURING THE
CONTINUANCE OF AN EVENT OF DEFAULT TO EXECUTE ON BEHALF OF, AND SIGN THE NAMES
OF EACH INDEMNITOR TO ANY VOUCHER, RELEASE, SATISFACTION, CHECK, APPLICATION FOR
PAYMENT, BILL OF SALE OF ANY OR ALL PROPERTY ASSIGNED BY THIS AGREEMENT OR ANY
OTHER UNDERWRITING DOCUMENT TO TRAVELERS OR ANY OTHER PAPER OR CONTRACT
NECESSARY OR DESIRED TO CARRY INTO EFFECT THE PURPOSES OF THIS AGREEMENT OR ANY
OTHER UNDERWRITING DOCUMENT, WITH FULL RIGHT AND AUTHORITY, TO SATISFY THE
PERFORMANCE OF THE CONTRACT(S); AND EACH INDEMNITOR RATIFIES AND CONFIRMS ALL
THAT SUCH ATTORNEY-IN-FACT OR TRAVELERS MAY LAWFULLY DO IN THE PREMISES AND
FURTHER AUTHORIZES AND EMPOWERS TRAVELERS AND SUCH ATTORNEY-IN-FACT AND EACH OF
THEM TO ENTER UPON AND TAKE POSSESSION OF THE TOOLS, PLANT, EQUIPMENT, MATERIALS
AND SUBCONTRACTS AND ALL OTHER COLLATERAL SECURITY MENTIONED IN THIS AGREEMENT
AND ENFORCE, USE, EMPLOY AND DISPOSE THEREOF FOR THE PURPOSES SET FORTH IN THIS
31
Agreement, INDEMNITORS recognize that the appointment of such attorney-in-fact
constitutes a power coupled with an interest.
SECTION 7.2
CONTRACT FUNDS HELD IN TRUST.
INDEMNITORS AND PRINCIPALS AGREE
AND EXPRESSLY DECLARE THAT UPON THE OCCURRENCE AND DURING THE CONTINUANCE OF AN
EVENT OF DEFAULT ALL FUNDS DUE OR TO BECOME DUE UNDER THE CONTRACT(S) WILL
IMMEDIATELY BECOME TRUST FUNDS, WHETHER IN POSSESSION OF INDEMNITORS, PRINCIPALS
OR ANOTHER, FOR THE BENEFIT AND THE PAYMENT OF ALL PERSONS TO WHOM A PRINCIPAL
INCURS OBLIGATIONS IN THE PERFORMANCE OF THE CONTRACT(S), FOR WHICH TRAVELERS
WOULD BE LIABLE UNDER THE BOND(S).
IF TRAVELERS DISCHARGES ANY SUCH
OBLIGATIONS, WITH OR WITHOUT A CLAIM ASSERTED AGAINST TRAVELERS UNDER THE
BOND(S), IT SHALL BE ENTITLED TO ASSERT THE RIGHT