Common use of Rights in Event of Default Clause in Contracts

Rights in Event of Default. In addition to any other rights which the Secured Parties may have at law or hereunder, upon the occurrence of an Event of Default, and at any time thereafter during the continuance thereof, the Secured Parties may: (i) Declare all obligations secured hereby immediately due and payable and the Secured Parties shall have the rights and remedies of a “secured party” under the applicable UCC, including, without limitation, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties may enter any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach of the peace. The Secured Parties may require Debtor to assemble the Collateral and make it available to the Secured Parties at a place to be designated by the Secured Parties which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and released. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties will send Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent to Debtor at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ reasonable fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the rate set forth in Section 3(c) hereof. Debtor shall remain liable for any deficiency hereunder or under the Secured Notes; (ii) Notify the accounts of Debtor or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties as proceeds to pay the Secured Parties directly; (iii) Execute, sign, endorse, transfer or deliver in the name of Debtor, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement; (iv) Agree to discharge taxes and Liens at any time levied or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees to reimburse the Secured Parties on demand for any payment made, or expense incurred by it pursuant to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; and (v) Remedy any default and may waive any default without waiving or being deemed to have waived any other prior or subsequent default.

Rights in Event of Default. In addition to any other rights which the Secured Parties may have at law or hereunder, upon (i) Upon the occurrence of an Event of Default, Contractor shall immediately pay any outstanding Indebtedness amounts to the Company. (ii) Upon the occurrence of an Event of Default and at the failure thereafter of Contractor to pay to Company any time thereafter during remaining outstanding Indebtedness amounts pursuant to the continuance thereofpreceding sub-paragraph hereof, the Secured Parties may: (i) Declare Company may declare all obligations secured hereby immediately due and payable and the Secured Parties shall have the rights and remedies of a “secured party” Company under the applicable Texas UCC, including, including without limitationlimitation thereto, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties Company may enter upon any premises on which the Collateral or any part thereof may be situated and remove the same therefromthere from, so long as the same may be accomplished without a breach of the peace. The Secured Parties Company may require Debtor Contractor to assemble the Collateral and make it available to the Secured Parties Company at a place to be designated by the Secured Parties Company which is reasonably convenient to the Secured Parties parties. Further, upon the exercise by the Company of any of its rights hereunder, Contractor grants to Company a perpetual, royalty free and thereafter hold the Collateral absolutely free from any claim or right whatsoeverexclusive license, including any right or equity of redemption (statutory or otherwise) of the Debtoreasement, and such demandright in any and all property, notice ownership, intellectual property and right or equity being hereby expressly waived and releasedproprietary rights in the Collateral. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Company will send Debtor Contractor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent mailed, postage prepaid, to Debtor Contractor at the address shown in Section V – “Administrative Procedures”, of this Contract at least ten (10) 10 days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ Company’s reasonable attorney’s fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel)expenses, and Debtor Contractor agrees to pay such reasonable fees and expenses, plus interest thereon at the rate set forth in Section 3(csub-section 8.3(b) hereof. Debtor Contractor shall remain liable for any deficiency hereunder or under deficiency. *** Certain information in this document has been omitted and filed separately with the Secured Notes; (ii) Notify the accounts of Debtor or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor Securities and Exchange Commission. Confidential treatment has been requested with respect to the Secured Parties as proceeds to pay the Secured Parties directly;omitted portions. (iii) Execute, sign, endorse, transfer or deliver in the name of Debtor, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement; (iv) Agree to discharge taxes and Liens at any time levied or placed on the Collateral, Company may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees to reimburse the Secured Parties on demand for any payment made, or expense incurred by it pursuant to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; and (v) Remedy remedy any default and may waive any default without waiving or being deemed to have waived any other prior or subsequent default. (iv) The remedies of the Company hereunder are cumulative, and the exercise of any one or more of the remedies provided for herein shall not be construed as a waiver of any of the other remedies of the Company.

Rights in Event of Default. In addition to any other rights which the Secured Parties Party may have at law or hereunder, upon the occurrence of an Event of Default, and at any time thereafter during the continuance thereofthereafter, the Secured Parties Party may: (i) Declare all obligations secured hereby immediately due and payable and the Secured Parties shall have the rights and remedies of a “"secured party” " under the applicable UCCTexas Business and Commerce Code, including, without limitation, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties Party may enter any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach of the peace. The Secured Parties Party may require Debtor to assemble the Collateral and make it available to the Secured Parties Party at a place to be designated by the Secured Parties Party which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and releasedparties. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Party will send Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent given to Debtor at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ Party's reasonable fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the rate set forth in Section paragraph 3(c) hereof. Debtor shall remain liable for any deficiency hereunder or under the Secured NotesNote; (ii) Notify the accounts account of Debtor debtors or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties Party as proceeds to pay the Secured Parties Party directly; (iii) ExecuteDemand, sign, endorse, transfer or deliver in the name of Debtor, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement; (iv) Agree to discharge taxes and Liens at any time levied or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. Dsue ▇▇▇▇▇ agrees , collect or make any compromise or settlement with reference to reimburse the Collateral as the Secured Parties on demand for any payment madeParty, or expense incurred by it pursuant to the foregoing authorizationin its sole discretion, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewithchooses; and (viv) Remedy any default and may waive any default without waiving or being deemed to have waived any other prior or subsequent default.

Rights in Event of Default. In addition to any other rights which the Secured Parties Party may have at law or hereunder, upon the occurrence and during the continuation of an Event of Default, and at any time thereafter during the continuance thereofthat such Event of Default remains uncured, the Secured Parties Party may: (i) Declare all obligations secured hereby immediately due and payable and the Secured Parties shall have the rights and remedies of a “"secured party” " under the applicable UCCUCC in effect in the local jurisdiction where the Collateral is located, including, without limitation, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties Party may enter any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach of the peace. The Secured Parties Party may require Debtor the Debtors to assemble the Collateral and and, to the extent reasonably practicable, make it available to the Secured Parties Party at a place to be designated by the Secured Parties Party which is reasonably convenient to the Secured Parties parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and released. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Party will send Debtor the Debtors reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent given to Debtor the Debtors at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ Party's reasonable fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees the Debtors agree to pay such reasonable fees and expenses, plus interest thereon at the rate set forth in Section 3(c) hereof. Debtor The Debtors shall remain jointly and severally liable for any deficiency hereunder or under the Secured NotesNote; (ii) Notify the accounts of Debtor or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties as proceeds to pay the Secured Parties directly; (iii) Execute, sign, endorse, transfer or deliver in the name of Debtorthe Debtors, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement. (iii) With respect to any such asset constituting Collateral, notify the account of debtors or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by the Debtors to the Secured Party as proceeds to pay the Secured Party directly; (iv) Agree to discharge taxes and Liens at Demand, sue for, collect or make any time levied compromise or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. Dsettl▇▇▇▇▇ agrees nt with reference to reimburse the Collateral as the Secured Parties on demand for any payment madeParty, or expense incurred by it pursuant to the foregoing authorizationin its sole discretion, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewithchooses; and (v) Remedy any default and may waive any default without waiving or being deemed to have waived any other prior or subsequent default.

Rights in Event of Default. In addition to any other rights which the Secured Parties may have at law or hereunder, upon (a) Upon the occurrence of an Event of DefaultDefault hereunder, and at any time thereafter during thereafter, in addition to the continuance thereofrights granted pursuant to Section 6.1 hereof, but subject to the provisions of the Notes, Secured Party may declare the Secured Parties may: (i) Declare all obligations secured hereby Indebtedness immediately due and payable and payable. Upon the acceleration of the Secured Parties Indebtedness, Secured Party shall have the rights and remedies of a “secured party” under the applicable UCC, including, without limitation, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties Party may enter upon any premises on which the Collateral or any part thereof may be situated and remove the same therefromCollateral or books and records evidencing same, so long as the same may be accomplished without a breach of the peace. The Secured Parties or may require Debtor Borrower to assemble the Collateral and make it available to the Secured Parties Party at a place to be designated by the Secured Parties Party which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and releasedboth parties. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Party will send Debtor Borrower reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent mailed, postage prepaid, to Debtor Borrower at the address designated in this Agreement at least ten five (105) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include Secured Party's attorneys' fees and legal expenses, plus interest thereon at the maximum non-usurious rate permitted by applicable law with respect to Borrower and shall constitute part of the Secured Parties’ reasonable fees Indebtedness. Borrower shall remain liable for any deficiency. (b) Secured Party may, but is not obligated to, exercise at any time and expenses (from time to time after the acceleration of the Secured Indebtedness, in its name or in the name of Borrower, all or any of Borrower's rights including, but not limited to, reasonable fees the following powers, with respect to all or any of the Collateral: (1) to instruct account debtors and expenses of legal counsel), and Debtor agrees lessees to pay such reasonable fees Accounts and expenses, plus interest thereon at the rate set forth in Section 3(c) hereof. Debtor shall remain liable for any deficiency hereunder Rental Agreements directly to Secured Party or under the to a post office box address over which Secured NotesParty has control; (ii2) Notify the accounts of Debtor to demand, sue ▇▇▇, collect, receive and give acquittance for any and all moneys due or obligors of any accounts, chattel paper, negotiable instruments to become due upon or other evidences of indebtedness remitted by Debtor to the Secured Parties as proceeds to pay the Secured Parties directlyvirtue thereof; (iii3) Executeto receive, take, execute, sign, endorse, transfer or transfer, assign and deliver in the name of Debtorany and all checks, notes, checksdrafts, drafts documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Secured Party in connection therewith; (4) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (5) to sell, transfer, assign or otherwise deal in or with the Collateral or the proceeds or avails thereof or the relative goods, as fully and effectually as if Secured Party were the absolute owner thereof; and (6) to extend the time of payment of any or all thereof and to make any allowance and other adjustments with reference thereto; provided, however, the exercise by Secured Party of or failure to so exercise any such authority shall in no manner affect Borrower's liability to Secured Party hereunder or under the Notes or under any other document, agreement or instrument evidencing or securing any of the Secured Indebtedness, and provided further that Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and it shall be without liability for any act or failure to act in connection with any of the Collateral. (c) Any amounts held, realized or received by Secured Party from any sale or other instruments for disposition of the payment of money and receipts, certificates of origin, applications for certificates of title Collateral or any part thereof, and all amounts received by Secured Party pursuant to the collection of any Accounts, shall be applied by Secured Party in the following order: (1) First, to all costs, expenses and liabilities of Secured Party (including attorneys' fees and expenses) incurred in connection with the custody, preservation, use or operation of the Collateral; the sale of, collection from or other documents, necessary to evidence, perfect or realize realization upon Collateral; and the security interest and obligations created by exercise of Secured Party's rights under this Security Agreement; (iv2) Agree Second, to discharge taxes and Liens at any time levied or placed on the payment of the Secured Indebtedness and/or the protection of Secured Party's interest in the Collateral; (3) Third, may pay for to the insurance on the Collateral and may pay for the maintenance and preservation payment or other satisfaction of any other liens or encumbrances upon any of the Collateral. D▇▇▇▇▇ agrees ; (4) Fourth, to reimburse the Secured Parties on demand for any payment madeBorrower or its successors or assigns, or expense incurred by it pursuant to the foregoing authorizationsuch other party as may be legally entitled thereto, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; andor as a court of competent jurisdiction may direct. (vd) Remedy Secured Party may remedy any default and may waive any default without waiving the default remedied or being deemed to have waived without waiving any other prior or subsequent default. (e) SECURED PARTY MAY ENFORCE ITS RIGHTS UNDER THIS AGREEMENT WITHOUT RESORT TO PRIOR JUDICIAL PROCESS OR JUDICIAL HEARING, AND BORROWER EXPRESSLY WAIVES, RENOUNCES AND KNOWINGLY RELINQUISHES ANY LEGAL RIGHT WHICH MIGHT OTHERWISE REQUIRE SECURED PARTY TO ENFORCE ITS RIGHTS BY JUDICIAL PROCESS. IN SO PROVIDING FOR A NON JUDICIAL REMEDY, BORROWER RECOGNIZES AND CONCEDES THAT SUCH A REMEDY IS CONSISTENT WITH THE USAGE OF THE TRADE, IS RESPONSIVE TO COMMERCIAL NECESSITY AND IS THE RESULT OF BARGAINING AT ARMS LENGTH. NOTHING IN THIS AGREEMENT IS INTENDED TO PREVENT BORROWER OR SECURED PARTY FROM RESORTING TO JUDICIAL PROCESS AT EITHER PARTY'S OPTION.

Rights in Event of Default. In addition to any other rights which the Secured Parties may have at law or hereunder, upon (a) Upon the occurrence and during the continuance of an Event of Default, and at any time thereafter during in addition to the continuance thereofrights granted pursuant to Section 6.1, the Secured Parties Party may, without notice to any Debtor (except as otherwise specified herein), do any or all of the following, all of which rights and remedies are cumulative, and the exercise of any one or more of the remedies provided for herein shall not be construed as a waiver of any of the other remedies of Secured Party: (i) Declare all obligations secured hereby Secured Party may declare the Secured Indebtedness immediately due and payable and the Secured Parties shall have may exercise any of the rights and remedies of available to a “secured party” party under the UCC or otherwise available to Secured Party by agreement, at law or in equity, and under all other applicable UCClaws of each state having jurisdiction over the Collateral or any part thereof, including, including without limitationlimitation thereto, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties may Party may, with or without notice or process of any kind, enter upon any premises on which the Collateral or any part thereof may be situated and remove the same therefromCollateral or books and records evidencing same, so long as the same may be accomplished without a breach of the peace. The Secured Parties or may require any Debtor to assemble the Collateral and make it available to the Secured Parties Party at a place to be designated by the Secured Parties Party which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and releasedboth parties. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Party will send each Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent mailed, postage prepaid, to such Debtor at the address designated in this Agreement at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ Party's reasonable attorneys' fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the maximum non-usurious rate set forth permitted by applicable law with respect to such Debtor and shall constitute part of the Secured Indebtedness. Secured Party may apply the proceeds of any disposition of Collateral available for satisfaction of the Secured Indebtedness in Section 3(c) hereofany order of preference which Secured Party, in its sole discretion, chooses. Each Debtor shall remain liable for any deficiency hereunder or under the Secured Notes;deficiency. (ii) Notify the accounts of Debtor or obligors Secured Party may retain all books and records of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties as proceeds to pay the Secured Parties directly;Debtor. (iii) Execute, sign, endorse, transfer or deliver Secured Party may complete any uncompleted Inventory in the name process of Debtor, notes, checks, drafts construction or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement;completion. (iv) Agree Secured Party may notify any of Debtor's lessees, consignees, renters and/or debtors to discharge taxes and Liens at any time levied or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees make all payments directly to reimburse the Secured Parties on demand for Party and to surrender, at the termination of any payment madesuch lease, rental agreement or expense incurred by it pursuant consignment, the item or items leased, rented or consigned, directly to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; andParty. (v) Remedy Secured Party may cure any default in any reasonable manner and add the cost of such cure to the Secured Indebtedness. (b) Upon the occurrence and during the continuance of an Event of Default, Secured Party may remedy any default and may waive any default without waiving the default remedied or being deemed to have waived without waiving any other prior or subsequent default. (c) Upon the occurrence and during the continuance of an Event of Default, Secured Party may enforce its rights under this Agreement without resort to prior judicial process or judicial hearing, and each Debtor expressly waives, renounces and knowingly relinquishes any legal right which might otherwise require Secured Party to enforce its rights by judicial process. In so providing for a non-judicial remedy, each Debtor recognizes and concedes that such a remedy is consistent with the usage of the trade, is responsive to commercial necessity and is the result of bargaining at arms length. Nothing in this Agreement is intended to prevent any Debtor or the Secured Party from resorting to judicial process at such party's option. (d) Each Debtor agrees that in performing any act required of such Debtor under this Agreement that time shall be of the essence and that Secured Party's acceptance of a partial or delinquent payment or payments, or the failure of Secured Party to exercise any right or remedy shall not be a waiver of any obligation of any Debtor or any right of Secured Party or constitute a waiver of any other similar default subsequently occurring. (e) Upon the occurrence and during the continuance of an Event of Default, Secured Party may at any time demand, ▇▇▇ for, collect or make any compromise or settlement with reference to the Collateral as Secured Party, in its sole discretion, chooses. Secured Party may delay exercising or omit to exercise any right or remedy under this Agreement without waiving that or any other past, present or future right or remedy, except in writing signed by Secured Party.

Rights in Event of Default. In addition Subject to any other the rights which of the Secured Parties may have at law or hereunderholders of the Senior Indebtedness, upon the occurrence of an Event of DefaultDefault (as defined below), and at any time thereafter during the continuance thereofthereafter, the Secured Parties may: (i) Declare all any obligations secured hereby immediately due and payable and shall have, in addition to all other rights and remedies granted to it in this Agreement or the Secured Parties shall have the Notes, all rights and remedies of a “secured partySecured Party” under the Texas Uniform Commercial Code, and other applicable UCClaws, including, without limitation, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the such Secured Parties Party may enter any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach of the peace. The Such Secured Parties Party may require Debtor to assemble the Collateral and make it available to the such Secured Parties Party at a place to be designated by the such Secured Parties Party which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and releasedparties. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the such Secured Parties Party will send Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent given to Debtor at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the such Secured Parties’ Party’s reasonable fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel)expenses, and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the rate set forth in Section 3(c) hereof. Debtor shall remain liable for any deficiency hereunder or under the Secured Notes; (ii) Notify the accounts account of Debtor debtors or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness Indebtedness remitted by Debtor to the such Secured Parties as proceeds to pay the such Secured Parties directly; (iii) ExecuteDemand, sign▇▇▇ for, endorsecollect or make any compromise or settlement with reference to the Collateral as the Secured Parties, transfer or deliver in the name of Debtortheir sole discretion, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement;choose; and/or (iv) Agree to discharge taxes and Liens at any time levied or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees to reimburse the Secured Parties on demand for any payment made, or expense incurred by it pursuant to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; and (v) Remedy any default default, and may waive any default without waiving or being deemed to have waived any other prior or subsequent default.

Rights in Event of Default. In addition (a) Should Buyer default under the terms of this Contract, Seller shall so notify the Escrow Agent by affidavit specifying the nature of such default, and Escrow Agent shall thereupon deliver to Seller the ▇▇▇▇▇▇▇ Money and any interest thereon. Seller and Buyer acknowledge and agree that damages would be difficult if not impossible to ascertain, and that the ▇▇▇▇▇▇▇ Money shall be and represent liquidated damages for any default on the part of Buyer or his assignee, which liquidated damages shall be the full extent of the liability of Buyer with respect to any other rights which the Secured Parties may have at law or default hereunder, upon and Seller shall have no other right, claim or cause of action against Buyer except for the occurrence following (in each of an Event of Defaultthe following cases notwithstanding, and at any time thereafter during in addition to, Seller’s receipt of the continuance thereof, the Secured Parties may:▇▇▇▇▇▇▇ Money): (i) Declare Seller shall retain all obligations secured hereby immediately due rights to collect damages against Buyer for all liability, damages, claims, demands, losses, costs and payable and the Secured Parties shall have the rights and remedies of a “secured party” under the applicable UCC, expenses (including, without limitation, reasonable attorneys’ fees) arising by reason of Buyer’s entry on the right Property and/or studies and investigations conducted with respect to sellsaid Property; (ii) Seller shall retain all rights to collect damages against Buyer for all liability, lease or otherwise dispose damages, claims, demands, losses, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising by reason of a lien assessed against the Property by reason of Buyer’s failure to timely pay any or costs associated with the Survey, studies and other investigations; and (iii) Seller shall retain all rights to enforce all of the Collateral and the right to take possession Surviving Obligations against Buyer. (b) Should Seller default under any of the Collateralprovisions of this Contract, Buyer may, as its sole remedy, either (i) demand specific performance of this Contract or (ii)(x) consider the Contract terminated as its sole remedy, in which event the ▇▇▇▇▇▇▇ Money and any interest thereon shall be returned to Buyer, and (y) retain any claims for damages that purpose Buyer may have against Seller on account of Seller’s default (but in no event to exceed the Secured Parties may enter any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach amount of the peace. The Secured Parties may require Debtor to assemble the Collateral and make it available to the Secured Parties at a place to be designated ▇▇▇▇▇▇▇ Money that was held by the Secured Parties which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and released. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties will send Debtor reasonable notice of Escrow Agent at the time and place of any public sale thereof or Seller’s default). Buyer shall provide Seller with written notification of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent to Debtor at least its election within ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ reasonable fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the rate set forth in Section 3(c) hereof. Debtor shall remain liable for any deficiency hereunder or under the Secured Notes; (ii) Notify the accounts of Debtor or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties as proceeds to pay the Secured Parties directly; (iii) Execute, sign, endorse, transfer or deliver in the name of Debtor, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement; (iv) Agree to discharge taxes and Liens at any time levied or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees to reimburse the Secured Parties on demand for any payment made, or expense incurred by it pursuant to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; and (v) Remedy any default and may waive any default without waiving or being deemed to have waived any other prior or subsequent following Seller’s default.

Rights in Event of Default. In addition to any other rights which the Secured Parties Party may have at law or hereunder, upon the occurrence and during the continuation of an Event of Default, and at any time thereafter during the continuance thereofthat such Event of Default remains uncured, the Secured Parties Party may: (i) Declare all obligations secured hereby immediately due and payable and the Secured Parties shall have the rights and remedies of a “"secured party” " under the applicable UCCUCC in effect in the local jurisdiction where the Collateral is located, including, without limitation, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties Party may enter any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach of the peace. The Secured Parties Party may require Debtor the Debtors to assemble the Collateral and and, to the extent reasonably practicable, make it available to the Secured Parties Party at a place to be designated by the Secured Parties Party which is reasonably convenient to the Secured Parties parties and thereafter hold the 9 Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and released. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Party will send Debtor the Debtors reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent given to Debtor the Debtors at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ Party's reasonable fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees the Debtors agree to pay such reasonable fees and expenses, plus interest thereon at the rate set forth in Section 3(c) hereof. Debtor The Debtors shall remain jointly and severally liable for any deficiency hereunder or under the Secured NotesNote; (ii) Notify the accounts of Debtor or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties as proceeds to pay the Secured Parties directly; (iii) Execute, sign, endorse, transfer or deliver in the name of Debtorthe Debtors, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement. (iii) With respect to any such asset constituting Collateral, notify the account of debtors or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by the Debtors to the Secured Party as proceeds to pay the Secured Party directly; (iv) Agree to discharge taxes and Liens at any time levied or placed on the CollateralDemand, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees for, collect or make any compromise or settlement with reference to reimburse the Collateral as the Secured Parties on demand for any payment madeParty, or expense incurred by it pursuant to the foregoing authorizationin its sole discretion, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewithchooses; and (v) Remedy any default and may waive any default without waiving or being deemed to have waived any other prior or subsequent default.

Rights in Event of Default. In addition to any other rights which the Secured Parties may have at law or hereunder, upon Upon the occurrence and during the continuance of an Event of Default, and subject to any cure period set forth in the Note: (a) Secured Party may, but is not obligated to, exercise, subject to any regulatory or legal notice requirements, at any time thereafter during and from time to time, in its name or in the continuance thereofname of Debtor, all or any of Debtor's rights with respect to all or any of the Collateral; provided, however, the exercise by the Secured Parties may:Party of or failure to so exercise any such authority shall in no manner affect Debtor's liability to the Secured Party hereunder or under the Note or under any other document, agreement or instrument evidencing or securing any of the Secured Indebtedness, and provided further that Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and it shall be without liability for any act or failure to act in connection with any of the Collateral. (ib) Declare all obligations secured hereby Secured Party may declare the Secured Indebtedness immediately due and payable and the Secured Parties shall have the rights and remedies of a “secured party” party under California law and under the other applicable UCC, laws of each state having jurisdiction over the Collateral or any part thereof including, without limitation, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties may enter any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach of the peace. The Secured Parties may require Debtor to assemble the Collateral and make it available to the Secured Parties at a place to be designated by the Secured Parties which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and released. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Party will send Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent mailed, postage prepaid, to Debtor at his address designated in this Agreement at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ reasonable Party's attorneys' fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the post-default rate set forth in Section 3(c) hereofthe Note and shall constitute part of the Secured Indebtedness. Debtor shall remain liable for any deficiency hereunder deficiency. (c) In addition to the rights and remedies referred to above, Secured Party may, in its discretion, sell, assign and deliver all or under any part of the Collateral at any Broker's Board or at public or private sale without notice or advertisement, and bid and become the purchaser at any public sale or at any Broker's Board. (d) Any amounts held, realized or received by Secured Party from any sale or other disposition of the Collateral or any part thereof shall be applied by the Secured NotesParty in the following order: (1) First, to all costs, expenses and liabilities of the Secured Party (including attorneys' fees and expenses) incurred in connection with the exercise of the Secured Party's rights under this Agreement or the protection of its interest in the Collateral; (ii2) Notify the accounts of Debtor or obligors of any accountsSecond, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties payment, in such order as proceeds to pay the Secured Parties directly; (iii) ExecuteParty elects, sign, endorse, transfer or deliver in the name of Debtor, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement; (iv) Agree to discharge taxes and Liens at any time levied or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees to reimburse the Secured Parties on demand for any payment made, or expense incurred by it pursuant to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewithIndebtedness; and (v3) Remedy Third, to Debtor or his heirs, legal representatives, successors or assigns, or as a court of competent jurisdiction may direct. (e) The Secured Party may remedy any default and may waive any default without waiving the default remedied or being deemed to have waived without waiving any other prior or subsequent default. (f) THE SECURED PARTY MAY ENFORCE ITS RIGHTS UNDER THIS AGREEMENT WITHOUT RESORT TO PRIOR JUDICIAL PROCESS OR JUDICIAL HEARING, AND DEBTOR EXPRESSLY WAIVES, RENOUNCES AND KNOWINGLY RELINQUISHES ANY LEGAL RIGHT WHICH MIGHT OTHERWISE REQUIRE THE SECURED PARTY TO ENFORCE ITS RIGHTS BY JUDICIAL PROCESS. IN SO PROVIDING FOR A NON-JUDICIAL REMEDY, DEBTOR RECOGNIZES AND CONCEDES THAT SUCH A REMEDY IS CONSISTENT WITH THE USAGE OF THE TRADE, IS RESPONSIVE TO COMMERCIAL NECESSITY AND IS THE RESULT OF BARGAINING AT ARMS LENGTH. NOTHING IN THIS AGREEMENT IS INTENDED TO PREVENT DEBTOR OR THE SECURED PARTY FROM RESORTING TO JUDICIAL PROCESS AT ANY PARTY'S OPTION.

Rights in Event of Default. In addition Subject to any other the rights which of the Secured Parties may have at law or hereunderholders of the Senior Indebtedness, upon the occurrence of an Event of DefaultDefault (as defined in the Notes), and at any time thereafter during the continuance thereofthereafter, the Secured Parties may: (i) Declare all any obligations secured hereby immediately due and payable and shall have, in addition to all other rights and remedies granted to it in this Agreement, the Secured Parties shall have Purchase Agreements or the Notes, all rights and remedies of a “secured partySecured Party” under the Texas Uniform Commercial Code, and other applicable UCClaws, including, without limitation, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the such Secured Parties Party may enter any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach of the peace. The Such Secured Parties Party may require Debtor to assemble the Collateral and make it available to the such Secured Parties Party at a place to be designated by the such Secured Parties Party which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and releasedparties. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the such Secured Parties Party will send Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent given to Debtor at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the such Secured Parties’ Party’s reasonable fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the rate set forth in Section 3(c) hereof. Debtor shall remain liable for any deficiency hereunder or under the Secured Notes; (ii) Notify the accounts account of Debtor debtors or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness Indebtedness remitted by Debtor to the such Secured Parties as proceeds to pay the such Secured Parties directly; (iii) ExecuteDemand, sign▇▇▇ for, endorsecollect or make any compromise or settlement with reference to the Collateral as the Secured Parties, transfer or deliver in the name of Debtortheir sole discretion, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement;choose; and/or (iv) Agree to discharge taxes and Liens at any time levied or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees to reimburse the Secured Parties on demand for any payment made, or expense incurred by it pursuant to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; and (v) Remedy any default default, and may waive any default without waiving or being deemed to have waived any other prior or subsequent default.

Rights in Event of Default. In addition (a) Subject to any other the rights which the Secured Parties may have at law or hereunder, of senior lenders and upon the occurrence and during the continuance of an Event of Default, and at any time thereafter during in addition to the continuance thereofrights granted pursuant to Section 7.1, the Secured Parties Party may, without notice to any Debtor (except as otherwise specified herein), do any or all of the following, all of which rights and remedies are cumulative, and the exercise of any one or more of the remedies provided for herein shall not be construed as a waiver of any of the other remedies of Secured Party: (i) Declare all obligations secured hereby Secured Party may declare the Secured Indebtedness immediately due and payable and the Secured Parties shall have may exercise any of the rights and remedies of available to a “secured party” party under the UCC or otherwise available to Secured Party by agreement, at law or in equity, and under all other applicable UCClaws of each state having jurisdiction over the Collateral or any part thereof, including, including without limitationlimitation thereto, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties may Party may, with or without notice or process of any kind, enter upon any premises on which the Collateral or any part thereof may be situated and remove the same therefromCollateral or books and records evidencing same, so long as the same may be accomplished without a breach of the peace. The Secured Parties or may require any Debtor to assemble the Collateral and make it available to the Secured Parties Party at a place to be designated by the Secured Parties Party which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and releasedboth parties. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Party will send each Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent mailed, postage prepaid, to such Debtor at the address designated in this Agreement at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured PartiesParty’s reasonable attorneys’ reasonable fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the maximum non-usurious rate set forth permitted by applicable law with respect to such Debtor and shall constitute part of the Secured Indebtedness. Secured Party may apply the proceeds of any disposition of Collateral available for satisfaction of the Secured Indebtedness in Section 3(c) hereofany order of preference which Secured Party, in its sole discretion, chooses. Each Debtor shall remain liable for any deficiency hereunder or under the Secured Notes;deficiency. (ii) Notify the accounts of Debtor or obligors Secured Party may retain all books and records of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties as proceeds to pay the Secured Parties directly;Debtor. (iii) Execute, sign, endorse, transfer or deliver Secured Party may complete any uncompleted Inventory in the name process of Debtor, notes, checks, drafts construction or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement;completion. (iv) Agree Secured Party may notify any of Debtor’s lessees, consignees, renters and/or debtors to discharge taxes and Liens at any time levied or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees make all payments directly to reimburse the Secured Parties on demand for Party and to surrender, at the termination of any payment madesuch lease, rental agreement or expense incurred by it pursuant consignment, the item or items leased, rented or consigned, directly to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; andParty. (v) Remedy Secured Party may cure any default in any reasonable manner and add the cost of such cure to the Secured Indebtedness. (b) Upon the occurrence and during the continuance of an Event of Default, Secured Party may remedy any default and may waive any default without waiving the default remedied or being deemed to have waived without waiving any other prior or subsequent default. (c) Upon the occurrence and during the continuance of an Event of Default, Secured Party may enforce its rights under this Agreement without resort to prior judicial process or judicial hearing, and each Debtor expressly waives, renounces and knowingly relinquishes any legal right which might otherwise require Secured Party to enforce its rights by judicial process. In so providing for a non-judicial remedy, each Debtor recognizes and concedes that such a remedy is consistent with the usage of the trade, is responsive to commercial necessity and is the result of bargaining at arms length. Nothing in this Agreement is intended to prevent any Debtor or the Secured Party from resorting to judicial process at such party’s option. (d) Each Debtor agrees that in performing any act required of such Debtor under this Agreement that time shall be of the essence and that Secured Party’s acceptance of a partial or delinquent payment or payments, or the failure of Secured Party to exercise any right or remedy shall not be a waiver of any obligation of any Debtor or any right of Secured Party or constitute a waiver of any other similar default subsequently occurring. (e) Upon the occurrence and during the continuance of an Event of Default, Secured Party may at any time demand, s▇▇ for, collect or make any compromise or settlement with reference to the Collateral as Secured Party, in its sole discretion, chooses. Secured Party may delay exercising or omit to exercise any right or remedy under this Agreement without waiving that or any other past, present or future right or remedy, except in writing signed by Secured Party.

Rights in Event of Default. In addition to any other rights which the Secured Parties may have at law or hereunder, upon (1) Upon the occurrence of an Event of Default, or if Secured Party deems payment of Debtor's obligations to Secured Party to be insecure, and at any time thereafter during the continuance thereofthereafter, the Secured Parties may: (i) Declare Party may declare all obligations secured hereby immediately due and payable and the Secured Parties shall have the rights and remedies of a “secured party” Secured Party under the applicable UCCUniform Commercial Code of Georgia, including, including without limitationlimitation thereto, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties Party may enter upon any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach of the peace. The Secured Parties Party may require Debtor to assemble the Collateral and make it available to the Secured Parties Party at a place to be designated by the Secured Parties Party which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and releasedboth parties. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on in a recognized market, the Secured Parties Party will send give Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or any other intended disposition thereof is to be made. The requirement requirements of sending reasonable notice shall be met if as such notice is sent mailed, postage prepaid, to the address of Debtor shown at the beginning of this Security Agreement at least ten five (105) days before the time of the sale or disposition. After sale, all monies will be applied to Security Agreement, and Debtor will be liable for any remaining deficiencies. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ Party's reasonable attorneys' fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the highest legal rate set forth in Section 3(c) hereofper annum. Debtor shall remain liable for any deficiency hereunder or under the Secured Notes;deficiency. (ii2) Notify the accounts of Debtor or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties as proceeds to pay the Secured Parties directly; (iii) Execute, sign, endorse, transfer or deliver in the name of Debtor, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement; (iv) Agree to discharge taxes and Liens at any time levied or placed on the Collateral, Party may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees to reimburse the Secured Parties on demand for any payment made, or expense incurred by it pursuant to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; and (v) Remedy remedy any default and may waive any default without waiving the default remedied or being deemed to have waived without waiving any other prior or subsequent default. ' (3) The remedies of Secured Party hereunder are cumulative, and the exercise of any one or more of the remedies provided for herein shall not be construed as a waiver of any of the other remedies of Secured Party.

Rights in Event of Default. In addition to any other rights which the Secured Parties may have at law or hereunder, upon (a) Upon the occurrence of an Event of Default, and at any time thereafter during the continuance thereofthereafter, Secured Party may declare the Secured Parties may: (i) Declare all obligations secured hereby Indebtedness immediately due and payable and the Secured Parties shall have the rights and remedies of a “secured party” party under the Texas Business and Commerce Code, as amended, and under other applicable UCClaws of each state having jurisdiction over the Collateral or any part thereof, including, including without limitationlimitation thereto, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties Party may enter upon any premises on which the Collateral or any part thereof may be situated and remove the same therefromCollateral or books and records evidencing same, so long as the same may be accomplished without a breach of the peace. The Secured Parties or may require Debtor to assemble the Collateral and make it available to the Secured Parties Party at a place to be designated by the Secured Parties Party which is reasonably convenient to the Secured Parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and releasedboth parties. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Party will send Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent mailed, postage prepaid, to Debtor at the address designated in this Agreement at least ten (10) days before the time of the sale or of disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ Party's reasonable attorneys' fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the maximum non-usurious rate set forth in Section 3(c) hereof. permitted by applicable law with respect to Debtor, Debtor shall remain liable for any deficiency hereunder deficiency. Any amounts held, realized or under received by Secured Party' from any sale or other disposition of the Collateral or any part thereof, and all amounts received by Secured Notes;Party pursuant to collection of accounts shall be applied by Secured Party in the following order to: (ii1) Notify All costs, expenses and liabilities of Secured Party (including attorneys' fees and expenses) incurred in connection with the accounts exercise of Debtor Secured Party's rights under this Agreement or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to protecting its interest in the Secured Parties as proceeds to pay the Secured Parties directly;Collateral; and then (iii2) Execute, sign, endorse, transfer or deliver in the name of Debtor, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement;all Secured Indebtedness. (ivb) Agree to discharge taxes and Liens at any time levied or placed on the Collateral, Secured Party may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. D▇▇▇▇▇ agrees to reimburse the Secured Parties on demand for any payment made, or expense incurred by it pursuant to the foregoing authorization, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewith; and (v) Remedy remedy any default and may waive any default without waiving the default remedied or being deemed to have waived without waiving any other prior or subsequent default. (c) The remedies of Secured Party hereunder are cumulative, and the exercise of any one or more of the remedies provided for herein shall not be construed as a waiver of any of the other remedies of Secured Party. (d) NOTHING IN THIS AGREEMENT IS INTENDED TO PREVENT DEBTOR OR SECURED PARTY FROM RESORTING TO JUDICIAL PROCESS AT EITHER PARTY'S OPTION. (e) Debtor agrees that, in performing any act under this Agreement, time shall be of the essence and that Secured Party's acceptance of a partial or delinquent payment or payments, or the failure of Secured Party to exercise any right or remedy shall not be a waiver of any obligation of Debtor hereunder or any right of Secured Party or constitute a waiver of any other similar default subsequently occurring.

Rights in Event of Default. In addition to any other rights which the Secured Parties Party may have at law or hereunder, upon the occurrence of an Event of Default, and at any time thereafter during the continuance thereofthat such Event of Default remains uncured, the Secured Parties Party may: (i) Declare all obligations secured hereby immediately due and payable and the Secured Parties shall have the rights and remedies of a “"secured party” " under the applicable UCCUCC in effect in the local jurisdiction where the Collateral is located, including, without limitation, the right to sell, lease or otherwise dispose of any or all of the Collateral and the right to take possession of the Collateral, and for that purpose the Secured Parties Party may enter any premises on which the Collateral or any part thereof may be situated and remove the same therefrom, so long as the same may be accomplished without a breach of the peace. The Secured Parties Party may require the Debtor to assemble the Collateral and and, to the extent reasonably practicable, make it available to the Secured Parties Party at a place to be designated by the Secured Parties Party which is reasonably convenient to the Secured Parties parties and thereafter hold the Collateral absolutely free from any claim or right whatsoever, including any right or equity of redemption (statutory or otherwise) of the Debtor, and such demand, notice and right or equity being hereby expressly waived and released. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, the Secured Parties Party will send the Debtor reasonable notice of the time and place of any public sale thereof or of the time after which any private sale or other disposition thereof is to be made. The requirement of sending reasonable notice shall be met if such notice is sent given to the Debtor at least ten (10) days before the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling or the like shall include the Secured Parties’ Party's reasonable fees and expenses (including, but not limited to, reasonable fees and expenses of legal counsel), and the Debtor agrees to pay such reasonable fees and expenses, plus interest thereon at the rate set forth in Section 3(c) hereof. The Debtor shall remain liable for any deficiency hereunder or under the Secured Notes; (ii) Notify the accounts of Debtor or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by Debtor to the Secured Parties as proceeds to pay the Secured Parties directly; (iii) Execute, sign, endorse, transfer or deliver in the name of the Debtor, notes, checks, drafts or other instruments for the payment of money and receipts, certificates of origin, applications for certificates of title or any other documents, necessary to evidence, perfect or realize upon the security interest and obligations created by this Security Agreement. (iii) Notify the account of debtors or obligors of any accounts, chattel paper, negotiable instruments or other evidences of indebtedness remitted by the Debtor to the Secured Party as proceeds to pay the Purchasers directly; (iv) Agree to discharge taxes and Liens at Demand, sue for, collect or make any time levied compromise or placed on the Collateral, may pay for the insurance on the Collateral and may pay for the maintenance and preservation of the Collateral. Dsettlement with re▇▇▇▇▇ agrees ence to reimburse the Collateral as the Secured Parties on demand for any payment madeParty, or expense incurred by it pursuant to the foregoing authorizationin its sole discretion, plus interest thereon at the rate set forth in Section 3(c) hereof, and will indemnify and hold the Secured Parties harmless from and against liability in connection therewithchooses; and (v) Remedy any default and may waive any default without waiving or being deemed to have waived any other prior or subsequent default.