THEREOF), NOTIFY AGENT IN WRITING UPON
INCURRING OR OTHERWISE OBTAINING A COMMERCIAL TORT CLAIM AFTER THE DATE HEREOF
AGAINST ANY THIRD PARTY IN AN AMOUNT EXCEEDING $100,000 AND, UPON REQUEST OF
AGENT, PROMPTLY AMEND SCHEDULE 2 TO THIS AGREEMENT, AUTHORIZE THE FILING OF
ADDITIONAL OR AMENDMENTS TO EXISTING FINANCING STATEMENTS AND DO SUCH OTHER ACTS
OR THINGS DEEMED NECESSARY OR DESIRABLE BY AGENT TO GIVE AGENT A FIRST PRIORITY,
PERFECTED SECURITY INTEREST IN ANY SUCH COMMERCIAL TORT CLAIM.
(F)
INVESTMENT RELATED PROPERTY.
(I)
IF ANY GRANTOR SHALL RECEIVE OR BECOME ENTITLED TO RECEIVE ANY
PLEDGED INTERESTS AFTER THE CLOSING DATE, IT SHALL PROMPTLY (AND IN ANY EVENT
WITHIN 5 BUSINESS DAYS OF RECEIPT THEREOF) DELIVER TO AGENT A DULY EXECUTED
PLEDGED INTERESTS ADDENDUM IDENTIFYING SUCH PLEDGED INTERESTS.
9
(II)
EACH GRANTOR AGREES THAT IT WILL COOPERATE WITH AGENT IN
OBTAINING ALL NECESSARY APPROVALS AND MAKING ALL NECESSARY FILINGS UNDER
FEDERAL, STATE, LOCAL, OR FOREIGN LAW IN CONNECTION WITH THE SECURITY INTEREST
ON THE INVESTMENT RELATED PROPERTY OR ANY SALE OR TRANSFER THEREOF.
(III)
AS TO ALL LIMITED LIABILITY COMPANY OR PARTNERSHIP INTERESTS
ISSUED UNDER ANY PLEDGED OPERATING AGREEMENT OR PLEDGED PARTNERSHIP AGREEMENT,
EACH GRANTOR HEREBY REPRESENTS, WARRANTS AND COVENANTS THAT THE PLEDGED
INTERESTS ISSUED PURSUANT TO SUCH AGREEMENT (A) ARE NOT AND SHALL NOT BE DEALT
IN OR TRADED ON SECURITIES EXCHANGES OR IN SECURITIES MARKETS, (B) DO NOT AND
WILL NOT CONSTITUTE INVESTMENT COMPANY SECURITIES, AND (C) ARE NOT AND WILL NOT
BE HELD BY SUCH PLEDGOR IN A SECURITIES ACCOUNT. IN ADDITION, NONE OF THE
PLEDGED OPERATING AGREEMENTS, THE PLEDGED PARTNERSHIP AGREEMENTS, OR ANY OTHER
AGREEMENTS GOVERNING ANY OF THE PLEDGED INTERESTS ISSUED UNDER ANY PLEDGED
OPERATING AGREEMENT OR PLEDGED PARTNERSHIP AGREEMENT, PROVIDE OR SHALL PROVIDE
THAT SUCH PLEDGED INTERESTS ARE SECURITIES GOVERNED BY ARTICLE 8 OF THE UNIFORM
COMMERCIAL CODE AS IN EFFECT IN ANY RELEVANT JURISDICTION.
(G)
REAL PROPERTY; FIXTURES. EACH GRANTOR COVENANTS AND AGREES THAT
UPON THE ACQUISITION OF ANY FEE INTEREST IN REAL PROPERTY IT WILL PROMPTLY (AND
IN ANY EVENT WITHIN 10 BUSINESS DAYS OF ACQUISITION) NOTIFY AGENT OF THE
ACQUISITION OF SUCH REAL PROPERTY AND WILL GRANT TO AGENT, FOR THE BENEFIT OF
THE LENDER GROUP, A FIRST PRIORITY (SUBJECT TO EXISTING LIENS) MORTGAGE ON EACH
FEE INTEREST IN REAL PROPERTY NOW OR HEREAFTER OWNED BY SUCH GRANTOR AND UPON
REQUEST OF AGENT SHALL DELIVER SUCH OTHER DOCUMENTATION AND OPINIONS, IN FORM
AND SUBSTANCE REASONABLY SATISFACTORY TO AGENT, IN CONNECTION WITH THE GRANT OF
SUCH MORTGAGE AS AGENT SHALL REQUEST IN ITS PERMITTED DISCRETION, INCLUDING,
WITHOUT LIMITATION, TITLE INSURANCE POLICIES, FINANCING STATEMENTS, FIXTURE
FILINGS AND ENVIRONMENTAL AUDITS AND SUCH GRANTOR SHALL PAY ALL RECORDING COSTS,
TAXES AND OTHER FEES AND COSTS (INCLUDING REASONABLE ATTORNEYS FEES AND
EXPENSES) INCURRED IN CONNECTION THEREWITH. EACH GRANTOR ACKNOWLEDGES AND AGREES
THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, ALL OF THE COLLATERAL SHALL
REMAIN PERSONAL PROPERTY REGARDLESS OF THE MANNER OF ITS ATTACHMENT OR
AFFIXATION TO REAL PROPERTY.
(H)
TRANSFERS AND OTHER LIENS. GRANTORS SHALL