Common use of Default; Full Recourse Obligation Clause in Contracts

Default; Full Recourse Obligation. Lender is authorized to purchase the Collateral or to sell, assign and deliver at Lender's discretion, from time to time, all or any part of the Collateral at any private or public sale, on not less than ten (10) days' written notice to Borrower and Pledgeholder (as such term is defined in Section 5.4 hereof), at such price or prices and upon such terms as Lender may deem advisable, and Lender shall have all the rights and remedies of a secured creditor under the provisions of the California Uniform Commercial Code. At any such public sale, Lender may bid for, and become the purchaser of, the whole or any part of the Collateral offered for sale. The parties agree that, prior to the establishment of a public market for the Common Stock of the Issuer, the securities laws affecting sale of the Shares make a public sale of the Shares commercially unreasonable. The parties further agree that the repurchasing of such Shares by the Issuer, or by any person to whom the Issuer may have assigned its rights under this Agreement, is commercially reasonable if made at a price at least equal to the Value of the Shares. In case of any sale, after deducting the costs, counsel fees and other expenses of sale and delivery, the remaining proceeds of such sale shall be applied to the satisfaction of the Obligations; provided, however, that after satisfaction in full of the Obligations, the balance of the proceeds of sale then remaining shall be paid to Borrower. The Obligations are full recourse obligations.