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 SUCH GRANTOR IS AN ORGANIZATION, THE TYPE OF
ORGANIZATION AND ANY ORGANIZATION IDENTIFICATION NUMBER ISSUED TO SUCH 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. EACH
GRANTOR AGREES TO FURNISH ANY SUCH INFORMATION TO THE AGENT PROMPTLY UPON
REQUEST. EACH GRANTOR ALSO RATIFIES ITS AUTHORIZATION FOR THE AGENT TO HAVE
FILED IN ANY UNIFORM COMMERCIAL CODE JURISDICTION ANY INITIAL FINANCING
STATEMENTS OR AMENDMENTS THERETO IF FILED PRIOR TO THE DATE HEREOF.
IX.
EACH GRANTOR SHALL PROMPTLY, AND IN ANY EVENT WITHIN TWO
(2) BUSINESS DAYS AFTER THE SAME IS ACQUIRED BY IT, NOTIFY AGENT OF ANY
COMMERCIAL TORT CLAIM (AS DEFINED IN THE CODE) ACQUIRED BY IT AND UNLESS
OTHERWISE CONSENTED BY AGENT, SUCH GRANTOR SHALL ENTER INTO A SUPPLEMENT TO THIS
SECURITY AGREEMENT, GRANTING TO AGENT A LIEN IN SUCH COMMERCIAL TORT CLAIM.
(B)
MAINTENANCE OF RECORDS. GRANTORS SHALL KEEP AND MAINTAIN, AT THEIR
OWN COST AND EXPENSE, SATISFACTORY AND COMPLETE RECORDS OF THE COLLATERAL,
INCLUDING A RECORD OF ANY AND ALL PAYMENTS RECEIVED AND ANY AND ALL CREDITS
GRANTED WITH RESPECT TO THE COLLATERAL AND ALL OTHER DEALINGS WITH THE
COLLATERAL. GRANTORS SHALL MARK THEIR BOOKS AND RECORDS PERTAINING TO THE
COLLATERAL TO EVIDENCE THIS SECURITY AGREEMENT AND THE LIENS GRANTED HEREBY. IF
ANY GRANTOR RETAINS POSSESSION OF ANY CHATTEL PAPER OR INSTRUMENTS WITH AGENT'S
CONSENT, SUCH CHATTEL PAPER AND INSTRUMENTS SHALL BE MARKED WITH THE FOLLOWING
LEGEND: "THIS WRITING AND THE OBLIGATIONS EVIDENCED OR SECURED HEREBY ARE
SUBJECT TO THE SECURITY INTEREST OF GENERAL ELECTRIC CAPITAL CORPORATION, AS
AGENT, FOR THE BENEFIT OF AGENT AND CERTAIN LENDERS."
(C)
COVENANTS REGARDING PATENT, TRADEMARK AND COPYRIGHT COLLATERAL.
I.
GRANTORS SHALL NOTIFY AGENT AS SOON AS POSSIBLE, BUT IN ANY
EVENT WITHIN TWO (2) BUSINESS DAYS, IF THEY KNOW OR HAVE REASON TO KNOW THAT ANY
APPLICATION OR REGISTRATION RELATING TO ANY PATENT, TRADEMARK OR COPYRIGHT (NOW
OR HEREAFTER EXISTING) MAY BECOME ABANDONED OR DEDICATED, OR OF ANY ADVERSE
DETERMINATION OR DEVELOPMENT (INCLUDING THE INSTITUTION OF, OR ANY SUCH
12
DETERMINATION OR DEVELOPMENT IN, ANY PROCEEDING IN THE UNITED STATES PATENT AND
TRADEMARK OFFICE, THE UNITED STATES COPYRIGHT OFFICE OR ANY COURT) REGARDING ANY
GRANTOR'S OWNERSHIP OF ANY PATENT, TRADEMARK OR COPYRIGHT, ITS RIGHT TO REGISTER
THE SAME, OR TO KEEP AND MAINTAIN THE SAME.
II.
IN NO EVENT SHALL GRANTOR, EITHER ITSELF OR THROUGH ANY AGENT,
EMPLOYEE, LICENSEE OR DESIGNEE, FILE AN APPLICATION FOR THE REGISTRATION OF ANY
PATENT, TRADEMARK OR COPYRIGHT WITH THE UNITED STATES PATENT AND TRADEMARK
OFFICE, THE UNITED STATES COPYRIGHT OFFICE OR ANY SIMILAR OFFICE OR AGENCY
WITHOUT GIVING AGENT PRIOR WRITTEN NOTICE THEREOF, AND, UPON REQUEST OF AGENT,
GRANTOR SHALL EXECUTE AND DELIVER ANY AND ALL PATENT SECURITY AGREEMENTS,