IN ITS LEGAL NAME, (II) IN THE LOCATION OF ITS CHIEF EXECUTIVE OFFICE, (III) IN
ITS IDENTITY OR LEGAL OR ORGANIZATIONAL STRUCTURE, (IV) IN
6
ITS JURISDICTION OF ORGANIZATION, (V) IN ITS ORGANIZATIONAL IDENTIFICATION
NUMBER OR (VI) IN ITS FEDERAL TAXPAYER IDENTIFICATION NUMBER.
SHOULD ANY
GRANTOR EFFECT OR PERMIT ANY CHANGE REFERRED TO IN THE PRECEDING SENTENCE TO
OCCUR, EACH OF THE GRANTORS AGREES AFTER RECEIVING A WRITTEN REQUEST THEREFOR
FROM THE ADMINISTRATIVE AGENT TO DELIVER TO THE ADMINISTRATIVE AGENT ANY FILINGS
NECESSARY UNDER THE UNIFORM COMMERCIAL CODE OR OTHERWISE THAT ARE REQUIRED IN
ORDER FOR THE ADMINISTRATIVE AGENT TO CONTINUE AT ALL TIMES FOLLOWING SUCH
CHANGE TO HAVE A VALID, LEGAL AND PERFECTED SECURITY INTEREST IN ALL THE
COLLATERAL AS DESCRIBED IN SECTION 4(D) (SUBJECT ONLY TO LIENS EXPRESSLY
PERMITTED TO BE PRIOR TO THE SECURITY INTEREST PURSUANT TO THE LOAN DOCUMENTS).
(B)
EACH OF THE GRANTORS AGREES TO MAINTAIN, AT ITS OWN COST AND
EXPENSE, SUCH COMPLETE AND ACCURATE RECORDS WITH RESPECT TO THE COLLATERAL OWNED
OR HELD BY IT OR ON ITS BEHALF AS IS CONSISTENT WITH ITS CURRENT PRACTICES AND
IN ACCORDANCE WITH SUCH PRUDENT AND STANDARD PRACTICES USED IN INDUSTRIES THAT
ARE THE SAME AS OR SIMILAR TO THOSE IN WHICH IT IS ENGAGED, BUT IN ANY EVENT TO
INCLUDE COMPLETE ACCOUNTING RECORDS INDICATING ALL PAYMENTS AND PROCEEDS
RECEIVED WITH RESPECT TO ANY PART OF SUCH COLLATERAL, AND, AT SUCH TIME OR TIMES
AS THE ADMINISTRATIVE AGENT MAY REASONABLY REQUEST (BUT NOT MORE FREQUENTLY THAN
ONCE PER YEAR EXCEPT DURING THE CONTINUANCE OF AN EVENT OF DEFAULT), PROMPTLY TO
PREPARE AND DELIVER TO THE ADMINISTRATIVE AGENT A DULY CERTIFIED SCHEDULE OR
SCHEDULES IN FORM AND DETAIL REASONABLY SATISFACTORY TO THE ADMINISTRATIVE AGENT
SHOWING THE IDENTITY AND AMOUNT OF ANY AND ALL SUCH COLLATERAL.
(C)
EACH OF THE GRANTORS SHALL, AT ITS OWN COST AND EXPENSE, TAKE ANY
AND ALL ACTIONS NECESSARY TO DEFEND TITLE TO THE COLLATERAL OWNED OR HELD BY IT
OR ON ITS BEHALF AND TO MAINTAIN THE SECURITY INTEREST OF THE ADMINISTRATIVE
AGENT IN SUCH COLLATERAL AND THE PRIORITY THEREOF AGAINST ANY LIEN OR OTHER
INTEREST NOT EXPRESSLY PERMITTED PURSUANT TO THE LOAN DOCUMENTS.
(D)
EACH OF THE GRANTORS AGREES, AT ITS OWN EXPENSE, TO EXECUTE ANY
AND ALL FURTHER DOCUMENTS, FINANCING STATEMENTS, AGREEMENTS (INCLUDING GUARANTEE
AGREEMENTS AND SECURITY AGREEMENTS) AND INSTRUMENTS, AND TAKE ALL SUCH FURTHER
ACTIONS (INCLUDING THE FILING AND RECORDING OF FINANCING STATEMENTS AND OTHER
DOCUMENTS), THAT MAY BE REQUIRED UNDER ANY APPLICABLE LAW, OR THAT THE
ADMINISTRATIVE AGENT MAY REASONABLY REQUEST, TO GRANT, PRESERVE, PROTECT OR
PERFECT (INCLUDING AS A RESULT OF ANY CHANGE IN APPLICABLE LAW) THE LIENS
CREATED OR INTENDED TO BE CREATED BY THIS SECURITY AGREEMENT OR THE VALIDITY OR
PRIORITY OF ANY SUCH LIEN.
EACH GRANTOR ALSO AGREES TO PROVIDE TO THE
ADMINISTRATIVE AGENT, FROM TIME TO TIME UPON REQUEST, EVIDENCE REASONABLY
SATISFACTORY TO THE ADMINISTRATIVE AGENT AS TO THE PERFECTION AND PRIORITY OF
THE LIENS CREATED OR INTENDED TO BE CREATED BY