Kodak 2011 Annual Report Download - page 225

shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC”,
the Borrowers shall be deemed to have
authorized the Agent, the Arranger, the Collateral Agent, the Issuing Banks and the Lenders to treat such Borrower Materials as not containing any
material non-
public information (although it may be sensitive and proprietary) with respect to the Company or its securities for purposes of United
States Federal and state securities laws ( provided , however
, that to the extent such Borrower Materials constitute Borrower Information, they
shall be treated as set forth in Section 8.08 ; (y) all Borrower Materials marked “PUBLIC”
are permitted to be made available through a portion of
the Platform designated “Public Side Information”;
and (z) the Agent, the Arranger and the Collateral Agent shall be entitled to treat any Borrower
Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “
Public Side
Information.” Notwithstanding the foregoing, the Borrowers shall be under no obligation to mark any Borrower Materials “PUBLIC”.
(h) Covenant to Guarantee Obligations and Give Security
. Upon (x) the request of the Agent following the occurrence and during the
continuance of a Default, (y) the formation or acquisition of (1) any Subsidiary organized under the laws of any state of the United States of America owned
directly or indirectly by the Company or (2) any Subsidiaries organized under the laws of Canada or any province or territory thereof owned directly or
indirectly by Kodak Canada or (z) the acquisition of any property by any Loan Party, and such property, in the judgment of the Agent (as to which
judgment the Agent has given notice to the Company), shall not already be subject (other than in respect of the Specified Collateral) to a perfected first
priority security interest in favor of the Agent for the benefit of the Secured Parties, then in each case at the Company’s expense:
(i) in connection with the formation or acquisition of a Subsidiary organized under the laws of a state of the United States of
America or Canada (or province or territory thereof) owned directly or indirectly by the Company or Kodak Canada that (A) is not a CFC or a
Subsidiary of a CFC (unless, with respect to the Canadian Obligations, such Subsidiary is owned by a Canadian Loan Party), or (B) is not a Person
having total assets of less than $1,000,000 (and, so long as it is not such a Person), within 30 days after such formation or acquisition, cause each
such Subsidiary, duly execute and deliver to the Agent a guaranty supplement, in the form of Exhibit F hereto, guaranteeing the applicable
Guaranteed Obligations,
(ii) within 45 days after (A) such request or acquisition of property by any Loan Party, duly execute and deliver, and cause
each Loan Party to duly execute and deliver, to the Agent such additional pledges, assignments, security agreement supplements, intellectual
property security agreement supplements and other security agreements as specified by, and in form and substance reasonably satisfactory to, the
Agent, securing payment of all the Obligations of such Loan Party and constituting Liens on all such properties and (B) such formation or
acquisition by any Loan Party of any Subsidiary, duly execute and deliver and cause each Loan Party acquiring equity interests in such Subsidiary
to duly execute and deliver to the Agent pledges, assignments and security agreement supplements related to such equity interests as specified by,
and in form and substance reasonably satisfactory to, the Agent, securing payment of all of the Obligations of such Loan Party; provided that (x)
the stock of any Subsidiary held by a CFC or a Subsidiary of a CFC shall not be required to be pledged unless, with respect to the Canadian
Obligations, such Subsidiary is owned by a Canadian Loan Party and (y) if such property is equity interests of a CFC (unless, with respect to the
Canadian Obligations, the issuer thereof is owned by a Canadian Loan Party), no more than 65% of the voting equity interests in such CFC shall be
pledged in favor of the Secured Parties,
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