Kodak 2011 Annual Report Download - page 322

financing statements indicating that such financing statements cover all assets or all personal property (or words of similar effect) of such
Grantor in the United States other than assets now or hereafter constituting Principal Properties or the equity of Restricted Subsidiaries, or any real property
or fixtures, regardless of whether any particular asset described in such financing statements falls within the scope of the UCC. A photocopy or other
reproduction of this Agreement shall be sufficient as a financing statement where permitted by law. Each Grantor ratifies its authorization for the Agent to
have filed such financing statements, continuation statements or amendments filed prior to the date hereof.
(c) Each Grantor will furnish to the Agent from time to time statements and schedules further identifying and describing the
Collateral of such Grantor and such other reports in connection with such Collateral as the Agent may reasonably request, all in reasonable detail.
Section 8. As to Equipment and Inventory . (a) Each Grantor will keep its Equipment having a value in excess of $5,000,000 and
Inventory having a value in excess of $5,000,000 (other than Inventory sold in the ordinary course of business) at the places therefor specified in Schedule
VIII and Schedule IX, respectively, or, upon 30 days’ prior written notice to the Agent (or such lesser time as may be agreed by the Agent), at such other
places designated by such Grantor in such notice.
(b) Each Grantor will pay promptly when due all property and other taxes, assessments and governmental charges or levies imposed
upon, and all claims (including, without limitation, claims for labor, materials and supplies) against, its Equipment and Inventory, except to the extent
payment thereof is not required by Section 5.01(b) of the Credit Agreement. In producing its Inventory, each Grantor will comply with all requirements of
applicable law, except where the failure to so comply will not have a Material Adverse Effect.
Section 9. Insurance . (a) Each Grantor will, at its own expense, maintain or cause to be maintained, insurance with respect to its
Equipment and Inventory in such amounts, against such risks, in such form and with such insurers, as shall be customary for similar businesses of the size
and scope of the Company on a consolidated basis, provided however that the Grantor may self insure to the extent consistent with prudent business
practice. Each policy of each Grantor for liability insurance shall provide for all losses to be paid on behalf of the Agent and such Grantor as their interests
may appear, and each policy for property damage insurance shall provide for all losses, except for losses of less than $12,500,000
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per occurrence, to be
paid, in accordance with the Lender loss payee provisions which were requested pursuant to clause (iv) below, directly to the Agent. So long as no Event of
Default shall have occurred and be continuing, all property damage insurance payments received by the Agent in connection with any loss, damage or
destruction of Inventory will be released by the Agent to the applicable Grantor. Each such policy shall in addition (i) name such Grantor and the Agent as
insured parties thereunder (without any representation or warranty by or obligation upon the Agent) as their interests may appear, (ii) provide that there
shall be no recourse against the Agent for payment of premiums or other amounts with respect thereto, (iii) provide that at least 10 days’
prior written notice
of cancellation or of lapse shall be given to the Agent by the insurer and (iv) contain such other customary lender loss payee provisions as the Agent shall
reasonably request.
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Company to confirm coverage amounts.
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