OF BANK IN
THE COPYRIGHTS OR MASK WORKS INTENDED TO BE REGISTERED WITH THE UNITED STATES
COPYRIGHT OFFICE; AND (Z) RECORD SUCH INTELLECTUAL PROPERTY SECURITY AGREEMENT
WITH THE UNITED STATES COPYRIGHT OFFICE CONTEMPORANEOUSLY WITH FILING THE
COPYRIGHT OR MASK WORK APPLICATION(S) WITH THE UNITED STATES COPYRIGHT OFFICE.
UPON BANK'S REQUEST, BORROWER SHALL PROMPTLY PROVIDE TO BANK COPIES OF ALL
APPLICATIONS THAT IT FILES FOR PATENTS OR FOR THE REGISTRATION OF TRADEMARKS,
SERVICEMARKS, COPYRIGHTS OR MASK WORKS, TOGETHER WITH EVIDENCE OF THE RECORDING
OF THE INTELLECTUAL PROPERTY SECURITY AGREEMENT NECESSARY FOR BANK TO PERFECT
AND MAINTAIN A FIRST PRIORITY PERFECTED SECURITY INTEREST IN SUCH PROPERTY.
PROVIDE WRITTEN NOTICE TO BANK WITHIN THIRTY (30) DAYS OF ENTERING OR BECOMING
BOUND BY ANY RESTRICTED LICENSE (OTHER THAN OVER-THE-COUNTER SOFTWARE THAT IS
COMMERCIALLY AVAILABLE TO THE PUBLIC).
BORROWER SHALL TAKE SUCH STEPS AS BANK
REQUESTS TO OBTAIN THE CONSENT OF, OR WAIVER BY, ANY PERSON WHOSE CONSENT OR
WAIVER IS NECESSARY FOR (I) ANY RESTRICTED LICENSE TO BE DEEMED "COLLATERAL" AND
FOR BANK TO HAVE A SECURITY INTEREST IN IT THAT MIGHT OTHERWISE BE RESTRICTED OR
PROHIBITED BY LAW OR BY THE TERMS OF ANY SUCH RESTRICTED LICENSE, WHETHER NOW
EXISTING OR ENTERED INTO IN THE FUTURE, AND (II) BANK TO HAVE THE ABILITY IN THE
EVENT OF A LIQUIDATION OF ANY COLLATERAL TO DISPOSE OF SUCH COLLATERAL IN
ACCORDANCE WITH BANK'S RIGHTS AND REMEDIES UNDER THIS AGREEMENT AND THE OTHER
LOAN DOCUMENTS, INCLUDING, WITHOUT LIMITATION THE "LOAN DOCUMENTS" AS SUCH TERM
IS DEFINED IN THE EXPORT-IMPORT AGREEMENT.
(B)
BORROWER AND BANK HEREBY:
(I) ACKNOWLEDGE, CONFIRM, AND REAFFIRM
THAT THE CONSENT AND AGREEMENT REMAINS IN FULL FORCE AND EFFECT AND
(II) ACKNOWLEDGE AND AGREE THAT (A) THIS AGREEMENT AND THE EXPORT-IMPORT
AGREEMENT, TOGETHER, SHALL BE DEEMED TO BE THE "LOAN AGREEMENT" UNDER THE TERMS
OF THE CONSENT AND AGREEMENT, (B) THE GUARANTOR SECURITY AGREEMENT SHALL BE
DEEMED TO BE
THE "SECURITY AGREEMENT"
UNDER THE TERMS OF THE CONSENT AND
AGREEMENT, (C) THE IP AGREEMENT SHALL BE DEEMED TO BE THE "IP SECURITY
AGREEMENT" UNDER THE TERMS OF THE CONSENT AND AGREEMENT AND (D) THE LOAN
DOCUMENTS SHALL BE DEEMED TO BE THE "LOAN DOCUMENTS" UNDER THE TERMS OF THE
CONSENT AND AGREEMENT.
6.11
LITIGATION COOPERATION.
FROM THE DATE HEREOF AND CONTINUING THROUGH
THE TERMINATION OF THIS AGREEMENT, MAKE AVAILABLE TO BANK, WITHOUT EXPENSE TO
BANK, BORROWER AND ITS OFFICERS, EMPLOYEES AND AGENTS AND BORROWER'S BOOKS AND
RECORDS, TO THE EXTENT THAT BANK MAY DEEM THEM REASONABLY NECESSARY TO PROSECUTE
OR DEFEND ANY THIRD-PARTY SUIT OR PROCEEDING INSTITUTED BY OR AGAINST BANK WITH
RESPECT TO ANY COLLATERAL OR RELATING TO BORROWER.
6.12
FURTHER ASSURANCES.
EXECUTE ANY FURTHER INSTRUMENTS AND TAKE
FURTHER ACTION AS BANK REASONABLY REQUESTS TO PERFECT OR CONTINUE BANK'S LIEN IN
THE COLLATERAL OR TO EFFECT THE PURPOSES OF THIS AGREEMENT.
DELIVER TO BANK,
WITHIN FIVE (5) DAYS AFTER THE SAME ARE SENT OR RECEIVED, COPIES OF ALL
CORRESPONDENCE, REPORTS, DOCUMENTS AND OTHER FILINGS WITH ANY GOVERNMENTAL
AUTHORITY REGARDING COMPLIANCE WITH OR MAINTENANCE