PLEDGED COLLATERAL PURSUANT TO THIS STOCK
PLEDGE AGREEMENT NOR THE EXTENSIONS OF CREDIT REPRESENTED BY THE SECURED
OBLIGATIONS VIOLATES REGULATION T, U OR X OF THE BOARD OF GOVERNORS OF THE
FEDERAL RESERVE SYSTEM.
6.
FURTHER ASSURANCES.
(A)
EACH PLEDGOR AGREES THAT FROM TIME TO TIME, AT THE EXPENSE OF SUCH
PLEDGOR, IT WILL PROMPTLY EXECUTE AND DELIVER ALL FURTHER INSTRUMENTS AND
DOCUMENTS, AND TAKE ALL FURTHER ACTION THAT MAY BE NECESSARY OR REASONABLY
DESIRABLE, OR THAT SECURED PARTY, ON BEHALF
7
OF THE LENDER GROUP, MAY REQUEST, IN ORDER TO PERFECT AND PROTECT ANY SECURITY
INTEREST GRANTED OR PURPORTED TO BE GRANTED HEREBY OR TO ENABLE SECURED PARTY,
ON BEHALF OF THE LENDER GROUP, TO EXERCISE AND ENFORCE ITS RIGHTS AND REMEDIES
HEREUNDER WITH RESPECT TO ANY PLEDGED COLLATERAL.
WITHOUT LIMITING THE
GENERALITY OF THE FOREGOING, EACH PLEDGOR WILL: (I) AT THE REQUEST OF SECURED
PARTY, MARK CONSPICUOUSLY EACH OF ITS RECORDS PERTAINING TO THE PLEDGED
COLLATERAL WITH A LEGEND, IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO
SECURED PARTY, INDICATING THAT SUCH PLEDGED COLLATERAL IS SUBJECT TO THE
SECURITY INTEREST GRANTED HEREBY; (II) AUTHORIZE SUCH FINANCING OR CONTINUATION
STATEMENTS, OR AMENDMENTS THERETO, AND SUCH OTHER INSTRUMENTS OR NOTICES, AS MAY
BE NECESSARY OR REASONABLY DESIRABLE, OR AS SECURED PARTY MAY REQUEST, IN ORDER
TO PERFECT AND PRESERVE THE SECURITY INTERESTS GRANTED OR PURPORTED TO BE
GRANTED HEREBY; (III) ALLOW INSPECTION OF THE PLEDGED COLLATERAL BY SECURED
PARTY OR PERSONS DESIGNATED BY SECURED PARTY; AND (IV) APPEAR IN AND DEFEND ANY
ACTION OR PROCEEDING THAT MAY AFFECT SUCH PLEDGOR'S TITLE TO OR SECURED PARTY'S
SECURITY INTEREST IN THE PLEDGED COLLATERAL.
(B)
EACH PLEDGOR HEREBY AUTHORIZES SECURED PARTY, ON BEHALF OF THE LENDER
GROUP, TO FILE ONE OR MORE FINANCING OR CONTINUATION STATEMENTS, AND AMENDMENTS
THERETO, RELATIVE TO ALL OR ANY PART OF THE PLEDGED COLLATERAL WITHOUT THE
SIGNATURE OF SUCH PLEDGOR WHERE PERMITTED BY LAW.
A CARBON, PHOTOGRAPHIC, OR
OTHER REPRODUCTION OF THIS STOCK PLEDGE AGREEMENT OR ANY FINANCING STATEMENT
COVERING THE PLEDGED COLLATERAL OR ANY PART THEREOF SHALL BE SUFFICIENT AS A
FINANCING STATEMENT WHERE PERMITTED BY LAW.
(C)
EACH PLEDGOR WILL FURNISH TO SECURED PARTY, UPON THE REQUEST OF SECURED
PARTY: (I) A CERTIFICATE EXECUTED BY AN AUTHORIZED OFFICER OF SUCH PLEDGOR, AND
DATED AS OF THE DATE OF DELIVERY TO SECURED PARTY, ITEMIZING IN SUCH DETAIL AS
SECURED PARTY MAY REQUEST, THE PLEDGED COLLATERAL WHICH, AS OF THE DATE OF SUCH
CERTIFICATE, HAS BEEN DELIVERED TO SECURED PARTY BY SUCH PLEDGOR PURSUANT TO THE
PROVISIONS OF THIS STOCK PLEDGE AGREEMENT; AND (II) SUCH STATEMENTS AND
SCHEDULES FURTHER IDENTIFYING AND DESCRIBING THE PLEDGED COLLATERAL AS SECURED
PARTY MAY REQUEST.
7.
Covenants of Each Pledgor.
Each Pledgor shall:
(A)
PERFORM EACH AND EVERY COVENANT IN ANY OF THE LOAN DOCUMENTS APPLICABLE TO
SUCH PLEDGOR;
(B)
AT ALL TIMES KEEP AT LEAST ONE COMPLETE SET OF ITS RECORDS CONCERNING
SUBSTANTIALLY ALL OF THE PLEDGED COLLATERAL AT ITS CHIEF EXECUTIVE OFFICE AS SET
FORTH IN SCHEDULE 6.01(DD) TO THE FINANCING