STOCK,
CHATTEL PAPER OR INSTRUMENT, IN EACH SUCH CASE HAVING A VALUE IN EXCESS OF
$250,000, INDIVIDUALLY OR IN THE AGGREGATE, GRANTOR WILL PROVIDE PROMPT WRITTEN
NOTICE THEREOF TO AGENT.
(III)
GRANTOR SHALL, TO THE EXTENT REQUIRED BY THE
CREDIT AGREEMENT, OBTAIN WAIVERS OR SUBORDINATIONS OF LIENS FROM LANDLORDS,
BAILEES AND MORTGAGEES, AND GRANTOR SHALL IN ALL INSTANCES OBTAIN SIGNED
ACKNOWLEDGEMENTS OF AGENT'S LIENS FROM BAILEES HAVING POSSESSION OF GRANTOR'S
GOODS THAT THEY HOLD FOR THE BENEFIT OF AGENT.
(IV)
GRANTOR SHALL OBTAIN AUTHENTICATED LETTERS OF
CONTROL FROM EACH ISSUER OF UNCERTIFICATED SECURITIES, SECURITIES INTERMEDIARY,
OR COMMODITIES INTERMEDIARY ISSUING OR HOLDING ANY FINANCIAL ASSETS OR
COMMODITIES TO OR FOR GRANTOR.
(V)
AS REQUIRED BY THIS SECURITY AGREEMENT,
GRANTOR SHALL OBTAIN A BLOCKED ACCOUNT, LOCKBOX OR SIMILAR AGREEMENT WITH EACH
BANK OR FINANCIAL INSTITUTION HOLDING A DEPOSIT ACCOUNT FOR GRANTOR.
(VI)
IF GRANTOR IS OR BECOMES THE BENEFICIARY OF A
LETTER OF CREDIT, GRANTOR SHALL PROMPTLY, AND IN ANY EVENT PROMPTLY AFTER
BECOMING A BENEFICIARY, NOTIFY AGENT THEREOF AND ENTER INTO A TRI-PARTY
AGREEMENT WITH AGENT AND THE ISSUER AND/OR CONFIRMATION BANK WITH RESPECT TO
LETTER-OF-CREDIT RIGHTS ASSIGNING SUCH LETTER-OF-CREDIT RIGHTS TO AGENT AND
DIRECTING ALL PAYMENTS THEREUNDER TO A DEPOSIT ACCOUNT SUBJECT TO A BANK AGENCY
AND CONTROL AGREEMENT (AS DEFINED IN SECTION 6 BELOW), ALL IN FORM AND SUBSTANCE
REASONABLY SATISFACTORY TO AGENT.
GRANTOR WILL TAKE ANY AND ALL ACTIONS
NECESSARY (OR REASONABLY REQUIRED OR REQUESTED BY AGENT), FROM TIME TO TIME
REASONABLY REQUESTED BY AGENT, TO CAUSE AGENT TO OBTAIN EXCLUSIVE CONTROL OF ANY
LETTER-OF-CREDIT RIGHTS OWNED BY GRANTOR IN A MANNER REASONABLY ACCEPTABLE TO
AGENT.
(VII)
GRANTOR SHALL TAKE ALL STEPS NECESSARY TO GRANT
AGENT CONTROL OF ALL ELECTRONIC CHATTEL PAPER IN ACCORDANCE WITH THE CODE AND
ALL "TRANSFERABLE RECORDS" AS DEFINED IN EACH OF THE UNIFORM ELECTRONIC
TRANSACTIONS ACT AND THE ELECTRONIC SIGNATURES IN GLOBAL AND NATIONAL COMMERCE
ACT.
8
(VIII)
GRANTOR HEREBY IRREVOCABLY AUTHORIZES AGENT AT ANY
TIME AND FROM TIME TO TIME TO FILE IN ANY FILING OFFICE IN ANY UNIFORM
COMMERCIAL CODE JURISDICTION ANY INITIAL FINANCING STATEMENTS AND AMENDMENTS
THERETO THAT (A) INDICATE THE COLLATERAL (I) AS "ALL ASSETS" OF GRANTOR OR WORDS
OF SIMILAR EFFECT, REGARDLESS OF WHETHER ANY PARTICULAR ASSET COMPRISED IN THE
COLLATERAL FALLS WITHIN THE SCOPE OF ARTICLE 9 OF THE CODE OR SUCH JURISDICTION,
OR (II) AS BEING OF AN EQUAL OR LESSER SCOPE OR WITH GREATER DETAIL, AND
(B) CONTAIN ANY OTHER INFORMATION REQUIRED BY PART 5 OF ARTICLE 9 OF THE CODE
FOR THE SUFFICIENCY OR FILING OFFICE ACCEPTANCE OF ANY FINANCING STATEMENT OR
AMENDMENT, INCLUDING (I) WHETHER GRANTOR IS AN ORGANIZATION, THE TYPE OF
ORGANIZATION AND ANY ORGANIZATION IDENTIFICATION NUMBER ISSUED TO GRANTOR, AND
(II) IN THE CASE OF A FINANCING STATEMENT FILED AS A FIXTURE FILING OR
INDICATING COLLATERAL AS AS-EXTRACTED COLLATERAL OR TIMBER TO BE CUT, A
SUFFICIENT DESCRIPTION OF REAL PROPERTY TO WHICH THE COLLATERAL RELATES.
GRANTOR AGREES TO FURNISH ANY SUCH INFORMATION TO THE AGENT PROMPTLY UPON
REQUEST.
GRANTOR ALSO