to perfect
and protect the security interest granted or purported to be granted by such
Grantor under this Agreement has been taken.
(B) EACH GRANTOR HEREBY AUTHORIZES THE COLLATERAL AGENT TO FILE ONE OR MORE
FINANCING OR CONTINUATION STATEMENTS, AND AMENDMENTS THERETO, INCLUDING, WITHOUT
LIMITATION, ONE OR MORE FINANCING STATEMENTS INDICATING THAT SUCH FINANCING
STATEMENTS COVER ALL INVENTORY, RECEIVABLES, PRECIOUS METALS AND PROCEEDS (OR
WORDS OF SIMILAR EFFECT) OF SUCH GRANTOR, REGARDLESS OF WHETHER ANY PARTICULAR
ASSET DESCRIBED IN SUCH FINANCING STATEMENTS FALLS WITHIN THE SCOPE OF THE UCC
OR THE GRANTING CLAUSE OF THIS AGREEMENT.
A PHOTOCOPY OR OTHER REPRODUCTION OF
THIS AGREEMENT SHALL BE SUFFICIENT AS A FINANCING STATEMENT WHERE PERMITTED BY
LAW.
EACH GRANTOR RATIFIES ITS AUTHORIZATION FOR THE COLLATERAL AGENT TO HAVE
FILED SUCH FINANCING STATEMENTS, CONTINUATION STATEMENTS OR AMENDMENTS FILED
PRIOR TO THE DATE HEREOF.
(C) EACH GRANTOR WILL FURNISH TO THE COLLATERAL AGENT FROM TIME TO TIME
STATEMENTS AND SCHEDULES FURTHER IDENTIFYING AND DESCRIBING THE COLLATERAL OF
SUCH GRANTOR AND SUCH OTHER REPORTS IN CONNECTION WITH SUCH COLLATERAL AS THE
COLLATERAL AGENT MAY REASONABLY REQUEST, ALL IN REASONABLE DETAIL.
Section 7. As to Inventory.
(a)
Each Grantor will pay promptly when due all
property and other taxes, assessments and governmental charges or levies imposed
upon, and all claims (including, without limitation, claims for labor, materials
and supplies) against, its Inventory, except to the extent payment thereof is
not required by Section 5.01(b) of the Credit
6
Agreement.
In producing its Inventory, each Grantor will comply with all
requirements of applicable law, including, without limitation, the Fair Labor
Standards Act.
(B) EACH GRANTOR HEREBY GRANTS TO THE COLLATERAL AGENT, FOR USE UPON THE
OCCURRENCE AND DURING THE CONTINUANCE OF AN EVENT OF DEFAULT, THE IRREVOCABLE,
NON-EXCLUSIVE RIGHT AND LICENSE TO USE ALL PRESENT AND FUTURE TRADEMARKS, TRADE
NAMES, COPYRIGHTS, PATENTS OR TECHNICAL PROCESSES OWNED OR USED BY SUCH GRANTOR
THAT RELATE TO THE COLLATERAL AND ANY OTHER COLLATERAL GRANTED BY SUCH GRANTOR
AS SECURITY FOR THE SECURED OBLIGATIONS, TOGETHER WITH ANY GOODWILL ASSOCIATED
THEREWITH, ALL TO THE EXTENT NECESSARY TO ENABLE THE COLLATERAL AGENT TO REALIZE
ON, AND EXERCISE ALL RIGHTS OF THE COLLATERAL AGENT AND THE SECURED PARTIES IN
RELATION TO, THE COLLATERAL IN ACCORDANCE WITH THIS AGREEMENT.
THIS RIGHT SHALL
INURE TO THE BENEFIT OF ALL SUCCESSORS, ASSIGNS AND TRANSFEREES OF THE
COLLATERAL AGENT.
SUCH RIGHT AND LICENSE SHALL BE GRANTED FREE OF CHARGE,
WITHOUT REQUIREMENT THAT ANY MONETARY PAYMENT WHATSOEVER BE MADE TO SUCH
GRANTOR.
Section 8. Insurance.
(a)
Each Grantor will, at its own expense, maintain
insurance with respect to its Inventory in such amounts, against such risks, in
such form and with such insurers consistent with industry standards.
Each
policy of each Grantor for liability insurance shall provide for all losses to
be paid on behalf of the Collateral Agent and such Grantor as their interests
may appear.
Each such policy shall in addition (i) name such Grantor and the
Collateral Agent as insured parties thereunder (without any representation