Common use of UCC Remedies Clause in Contracts

UCC Remedies. This Security Instrument is a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occurs, Beneficiary may exercise, in addition to all other rights and remedies granted to it in this Security Instrument and in any other Loan Document, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, Beneficiary, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower or any other person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral , or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's board or office of Beneficiary or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby waived or released. Borrower further agrees, at Beneficiary's request, to assemble the Collateral and make it available to Beneficiary at places which Beneficiary shall reasonably select, whether at Borrower's premises or elsewhere. If any notice of a proposed sale or other disposition of the Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days before such sale or other disposition.

UCC Remedies. This Security Instrument is both a deed to secure debt and a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to BorrowerLender, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occurs, Beneficiary Lender may exercise, in addition to all other rights and remedies granted to it in this Security Instrument and in any other Loan Document, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, BeneficiaryLender, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower or any other person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral , or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's board or office of Beneficiary Lender or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary Lender shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby waived or released. Borrower further agrees, at BeneficiaryLender's request, to assemble the Collateral Col▇▇▇▇▇▇▇ and make it available to Beneficiary availabl▇ ▇▇ ▇ender at places which Beneficiary Lender shall reasonably select, whether at Borrower's premises or elsewhere. If any notice of a proposed sale or other disposition of the Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days before such sale or other disposition.

UCC Remedies. This Security Instrument is If a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Lease Event of Default occursshall occur and be continuing, Beneficiary Lessor may exercise, in addition to all other rights and remedies granted to it in this Security Instrument Lease and in any other Loan DocumentOperative Agreement, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, BeneficiaryLessor, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower Lessee or any other person Person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Equipment, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral Equipment or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's board or office of Beneficiary Lessor or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary Lessor shall have the right upon any such public sale or sales, and, to the extent permitted by law, ,upon any such private sale or sales, to purchase the whole or any part of the Collateral Equipment so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby waived or released. Borrower Lessee further agrees, at BeneficiaryLessor's request, to assemble the Collateral Equipment and make it available to Beneficiary the Lessor at places which Beneficiary the Lessor shall reasonably select, whether at BorrowerLessee's premises or elsewhere. Lessor shall apply the net proceeds of any action taken by it pursuant to this subsection, after deducting all reasonable costs and expenses of every kind incurred in connection therewith or incidental to the care or safekeeping of any of the Equipment or in any way relating to the Equipment or the rights of Lessor, including, without limitation, reasonable attorneys' fees and disbursements, to the payment in whole or in part of the Lease Secured Obligations, in such order as Lessor may elect, and only after such application and after the payment by Lessor of any other amount required by any provision of law, including, without limitation, Section 9-504(1)(c) of the UCC, need Lessor account for the surplus, if any, to Lessee. If any notice of a proposed sale or other disposition of the Collateral Equipment shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days lease 10 Business Days before such sale or other disposition.

UCC Remedies. This Security Instrument is a "security agreement" within the meaning of the UCC. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Mortgaged Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the UCC (said portion of the Mortgaged Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occurs, Beneficiary Lender may exercise, in addition to all other rights and remedies granted to it in this Security Instrument and in any other Loan Document, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, BeneficiaryLender, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower or any other person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral , or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's board or office of Beneficiary Lender or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary Lender shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby waived or released. Borrower further agrees, at BeneficiaryLender's request, to assemble the Collateral and make it available to Beneficiary Lender at places which Beneficiary Lender shall reasonably select, whether at Borrower's premises or elsewhere. If any notice of a proposed sale or other disposition of the Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days before such sale or other disposition.

UCC Remedies. This Security Instrument is a "security agreement" within the meaning The Agent may exercise any or all of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants accruing to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occurs, Beneficiary may exercise, in addition to all other rights and remedies granted to it in this Security Instrument and in any other Loan Document, all rights and remedies of a secured party under this Agreement, the UCCGeorgia Uniform Commercial Code and any other applicable law. Without limiting the generality of the foregoing, Beneficiary, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any Any notice required to be given by law referred to below) to or upon Borrower or any other person (all and each the Agent of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral , or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at a public or private sale or sales, at any exchange, broker's board or office of Beneficiary or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby waived or released. Borrower further agrees, at Beneficiary's request, to assemble the Collateral and make it available to Beneficiary at places which Beneficiary shall reasonably select, whether at Borrower's premises or elsewhere. If any notice of a proposed sale or other disposition of the Collateral shall be required Collateral, or any other intended action by lawthe Agent, such notice shall be deemed reasonable and proper if given at least ten (10) days before prior to such proposed action, shall constitute reasonable and fair notice to the Company of any such action. The Agent shall have, without limiting the generality of the foregoing or any other of its rights and remedies, the right (but not the obligation) to foreclose the liens and security interests created under this Agreement or under any other agreement relating to the Collateral by any available judicial procedure or without judicial process, and full power and authority to sell, assign, transfer or deliver the whole of the Collateral, or any part thereof, in such order as the Agent may elect, at public or private sale or sales in accordance with the Georgia Uniform Commercial Code, or other dispositionapplicable law or agreement, and the Agent shall also have the right (but not the obligation) to collect any and all Payments due under the Assigned Documents. At any sale of the Collateral, the Agent may, if it be the highest bidder, purchase any or all of the Collateral so sold, and may apply any unpaid Indebtedness on account of or in full satisfaction of the purchase price. The Company hereby constitutes and appoints the Agent as the Company's attorney-in-fact to sign and execute any transfer, conveyance, instrument or other writing, in the name of the Company or in the Agent's own name, and to do or cause to be done any other act, which may be necessary for the purposes herein, and the Company hereby ratifies and confirms all of the acts and doings of the Agent as its attorney-in-fact hereunder. The Agent's powers as attorney-in-fact hereunder are coupled with an interest, cannot be revoked by bankruptcy, insolvency, incompetency, death, dissolution or otherwise, and shall not be exhausted until the Indebtedness has been paid and satisfied in full. The proceeds of any collection or any sale by the Agent hereunder of any of the Collateral shall be applied, first, to the actual and reasonable costs and expenses of the collection or sale and of all proceedings in connection therewith, including attorneys' fees (but not to exceed actual attorneys' fees incurred), if applicable, then to the payment of the Indebtedness, and the remainder, if any, shall be paid as provided by law. If the proceeds of any such collection or sale are not sufficient to pay the Indebtedness in full, the Agent shall determine, at the Agent's option and in the Agent's discretion, the portions of the Indebtedness to which the proceeds (after deducting therefrom the costs and expenses of the collection or sale and all proceedings in connection therewith) shall be applied and in what order the proceeds shall be so applied. The Company shall be liable to the Agent and the Lenders for any deficiency. All of the foregoing rights and remedies are cumulative of and in addition to, and not restrictive of, any right or remedy otherwise provided for herein or provided for by statute, or now or hereafter existing at law or in equity, and the Agent may, at the Agent's election and at the Agent's sole discretion, exercise each and every such right and remedy concurrently or separately.

UCC Remedies. This Security Instrument is a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occursshall have occurred and be continuing, Beneficiary the Collateral Agent, on behalf of the Secured Parties, may exercise, in addition to all other rights and remedies granted to it them in this Security Instrument Agreement and in any other Loan Documentinstrument or agreement securing, evidencing or relating to the Obligations, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, Beneficiarythe Collateral Agent, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower a Grantor or any other person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's ’s board or office of Beneficiary any Secured Party or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary Any Secured Party shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of (to the extent permitted by law) any right or equity of redemption in Borrowera Grantor, which right or equity is hereby hereby, to the extent permitted by law, waived or released. Borrower Each Grantor further agrees, at Beneficiary's the Collateral Agent’s request, to assemble the Collateral and make it available to Beneficiary the Collateral Agent at places which Beneficiary the Collateral Agent shall reasonably select, whether at Borrower's such Grantor’s premises or elsewhere. The Collateral Agent shall apply the net proceeds of any such collection, recovery, receipt, appropriation, realization or sale, after deducting all reasonable costs and expenses incurred therein or incidental to the care or safekeeping of any of such Collateral or reasonably relating to such Collateral or the rights of the Collateral Agent and the Secured Parties hereunder, including reasonable attorneys’ fees and disbursements, to the payment in whole or in part of the Obligations, in accordance with Section 7.3, and only after such application and after the payment by the Collateral Agent of any other amount required by any provision of law, including Sections 9‑610 and 9-615 of the UCC, need the Collateral Agent account for the surplus, if any, to such Grantor. If any notice of a proposed sale or other disposition of the such Collateral shall be required by law, such notice shall be in writing and deemed reasonable and proper if given at least ten (10) 10 days before such sale or other disposition. The Collateral Agent shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Agreement. Upon any sale of the Collateral by the Collateral Agent (including pursuant to a power of sale granted by statute or under a judicial proceeding), the receipt of the Collateral Agent or of the officer making the sale shall be a sufficient discharge to the purchaser or purchasers of the Collateral so sold and such purchaser or purchasers shall not be obligated to see to the application of any part of the purchase money paid over to the Collateral Agent or such officer or be answerable in any way for the misapplication thereof.

UCC Remedies. This Security Instrument is a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants right to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occurs, Beneficiary may exercise, in addition to all other rights and remedies granted to it in this Security Instrument and in any other Loan Document, exercise all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, BeneficiaryBorrower expressly agrees that in any such event Lender, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any the notice required by law referred to belowspecified below of time and place of public or private sale) to or upon Borrower or any other person Person (all and each of which demands, defenses, advertisements and and/or notices are hereby expressly waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or grant options to purchase, or sell or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do so), or any of the foregoing)part thereof, in one or more parcels at public or private sale or sales, at any exchange, exchange broker's board or office at any of Beneficiary Lender's offices or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary Lender shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby expressly waived and released. Borrower recognizes that Lender may be unable to effect a public sale of certain of the Mortgaged Property by reason of the provisions contained in the Securities Act of 1933, as amended, and applicable state securities laws, and therefore may be compelled to resort to one or releasedmore private sales to a restricted group of purchasers. Borrower acknowledges that such private sales may result in prices and other terms less favorable to the seller than if such sales were public, and agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner. Borrower further agrees, at BeneficiaryLender's request, to assemble the Collateral and Mortgaged Property, make it available to Beneficiary Lender at places which Beneficiary that Lender shall select that shall be reasonably selectconvenient to Lender and Borrower, whether at Borrower's premises Leased Premises or elsewhere. If The net proceeds of any notice such collection, recovery, receipt, appropriation, realization or sale, after deducting all reasonable costs and expenses of a proposed sale every kind incurred therein or other disposition incidental to the care, safekeeping or otherwise of any or all of the Collateral Mortgaged Property or in any way relating to the rights of Lender hereunder, including reasonable attorneys' fees and legal expenses, shall be applied by Lender to the payment in whole or in part of the Obligations, in such order as Lender may elect, and only after the payment by Lender of any other amount required by any provision of law, such including UCC ss. 9-504(l)(c), need Lender account for the surplus, if any, to Borrower. To the extent permitted by applicable law, Borrower waives all claims, damages, and demands against Lender arising out of the repossession, retention or sale of the Mortgaged Property. Borrower agrees that Lender need not give more than five Business Days' notice (which notification shall be deemed reasonable given when mailed, postage prepaid, addressed to Borrower at its address in the opening paragraph of this Agreement) of the time and proper if given at least ten (10) days before such place of any public sale or other dispositionof the time after which a private sale may take place and that such notice is reasonable notification of such matters.

UCC Remedies. This Security Instrument is If a "security agreement" within Notice of an Actionable Event has been given and remains outstanding, the meaning Controlling Collateral Agent, on behalf of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, holders of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations (or, if the Note Collateral Agent is the Controlling Collateral Agent, the Note Obligations), a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occurs, Beneficiary may exercise, in addition to all other rights and remedies granted to it them in this Security Instrument Agreement and in any other Loan Documentinstrument or agreement securing, evidencing or relating to the Guarantee Obligations, but subject to the terms of the Collateral Agency Agreement, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, Beneficiarythe Controlling Collateral Agent, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower any Grantor or any other person Person (all and each of which demands, defenses, advertisements and notices are hereby waived), when a Notice of an Actionable Event has been given and remains outstanding, subject to the terms of the Collateral Agency Agreement, forthwith may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's board or office of Beneficiary the Controlling Collateral Agent or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary The Controlling Collateral Agent or any holder of the Secured Obligations (or, if the Note Collateral Agent is the Controlling Collateral Agent, the Note Obligations) shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Borrowerany Grantor, which right or equity is hereby waived or released. Borrower Each Grantor further agrees, at Beneficiarythe Controlling Collateral Agent's request, to assemble the Collateral and make it available to Beneficiary the Controlling Collateral Agent at places which Beneficiary the Controlling Collateral Agent shall reasonably select, whether at Borrowera Grantor's premises or elsewhere. The Controlling Collateral Agent shall apply the proceeds of any such collection, recovery, receipt, appropriation, realization or sale in accordance with the Collateral Agency Agreement. To the extent permitted by applicable law, each Grantor waives all claims, damages and demands it may acquire against the Controlling Collateral Agent arising out of the exercise by them of any rights hereunder, except to the extent arising out of the gross negligence or willful misconduct of the Controlling Collateral Agent. If any notice of a proposed sale or other disposition of the Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) 10 days before such sale or other disposition. All waivers by any Grantor of rights (including rights to notice), and all rights and remedies afforded the Controlling Collateral Agent herein, and all other provisions of this Agreement, are expressly made subject to any applicable mandatory provisions of law limiting, or imposing conditions (including conditions as to reasonableness) upon, such waivers or the effectiveness thereof or any such rights and remedies.

UCC Remedies. This Security Instrument is a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occursshall have occurred and be continuing, Beneficiary the Collateral Agent, on behalf of the Secured Parties, may exercise, in addition to all other rights and remedies granted to it them in this Security Instrument European Guarantee and in any other Loan Documentinstrument or agreement securing, evidencing or relating to the Obligations, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, Beneficiarythe Collateral Agent, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower a Grantor or any other person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's ’s board or office of Beneficiary any Secured Party or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary Any Secured Party shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of (to the extent permitted by law) any right or equity of redemption in Borrowera Grantor, which right or equity is hereby hereby, to the extent permitted by law, waived or released. Borrower Each Grantor further agrees, at Beneficiary's the Collateral Agent’s request, to assemble the Collateral and make it available to Beneficiary the Collateral Agent at places which Beneficiary the Collateral Agent shall reasonably select, whether at Borrower's such Grantor’s premises or elsewhere. The Collateral Agent shall apply the net proceeds of any such collection, recovery, receipt, appropriation, realization or sale, after deducting all reasonable costs and expenses incurred therein or incidental to the care or safekeeping of any of such Collateral or reasonably relating to such Collateral or the rights of the Collateral Agent and the Secured Parties hereunder, including reasonable attorneys’ fees and disbursements, to the payment in whole or in part of the Obligations, in accordance with Section 6(c)(iii), and only after such application and after the payment by the Collateral Agent of any other amount required by any provision of law, including Sections 9-610 and 9-615 of the UCC, need the Collateral Agent account for the surplus, if any, to such Grantor. If any notice of a proposed sale or other disposition of the such Collateral shall be required by law, such notice shall be in writing and deemed reasonable and proper if given at least ten (10) 10 days before such sale or other disposition. The Collateral Agent shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this European Guarantee. Upon any sale of the Collateral by the Collateral Agent (including pursuant to a power of sale granted by statute or under a judicial proceeding), the receipt of the Collateral Agent or of the officer making the sale shall be a sufficient discharge to the purchaser or purchasers of the Collateral so sold and such purchaser or purchasers shall not be obligated to see to the application of any part of the purchase money paid over to the Collateral Agent or such officer or be answerable in any way for the misapplication thereof.

UCC Remedies. This Security Instrument is a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants right to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occurs, Beneficiary may exercise, in addition to all other rights and remedies granted to it in this Security Instrument and in any other Loan Document, exercise all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, BeneficiaryBorrower expressly agrees that in any such event the Lenders, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any the notice required by law referred to belowspecified below of time and place of public or private sale) to or upon Borrower or any other person (all and each of which demands, defenses, advertisements and and/or notices are hereby expressly waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or grant options to purchase, or sell or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do so), or any of the foregoing)part thereof, in one or more parcels at public or private sale or sales, at any exchange, exchange broker's board or office at any of Beneficiary the Lenders' offices or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary The Lender(s) shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby expressly waived and released. Borrower recognizes that the Lenders may be unable to effect a public sale of certain of the Collateral by reason of the provisions contained in the Securities Act of 1933, as amended, and applicable state securities laws, and therefore may be compelled to resort to one or releasedmore private sales to a restricted group of purchasers. Borrower acknowledges that such private sales may result in prices and other terms less favorable to the seller than if such sales were public, and agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner. Borrower further agrees, at Beneficiary's Lenders' request, to assemble the Collateral and Collateral, make it available to Beneficiary the Lenders at places which Beneficiary that the Lenders shall select that shall be reasonably selectconvenient to the Lenders and Borrower, whether at Borrower's premises or elsewhere. If The net proceeds of any notice such collection, recovery, receipt, appropriation, realization or sale, after deducting all reasonable costs and expenses of a proposed sale every kind incurred therein or other disposition incidental to the care, safekeeping or otherwise of any or all of the Collateral or in any way relating to the rights of the Lenders hereunder, including reasonable attorneys' fees and legal expenses, shall be applied by the Lenders to the payment in whole or in part of the Obligations, in such order as the Lenders may elect, and only after the payment by the Lenders of any other amount required by any provision of law, such including UCC Section 9-504(l)(c), need the Lenders account for the surplus, if any, to Borrower. To the extent permitted by applicable law, Borrower waives all claims, damages, and demands against the Lenders arising out of the repossession, retention or sale of the Collateral. Borrower agrees that the Lenders need not give more than 10 business days' notice (which notification shall be deemed reasonable given when delivered by hand or reputable overnight courier to Borrower at its address in the opening paragraph of this Agreement) of the time and proper if given at least ten (10) days before such place of any public sale or other disposition.of the time after which a private sale may take place and that such notice is reasonable notification of such matters;

UCC Remedies. This Security Instrument is a "security agreement" within Upon the meaning occurrence of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an any Event of Default occursDefault, Beneficiary may exercise, in addition to ▇▇▇▇▇▇▇▇ shall have all other rights and remedies granted to it in this Security Instrument and in any other Loan Document, all the rights and remedies of a secured party under the UCCUCC and other applicable laws with respect to all Collateral, such rights and remedies being in addition to all of ▇▇▇▇▇▇▇▇'▇ other rights and remedies provided for herein, and all of which rights and remedies may be exercised without notice to, or consent by, Companies except as such notice or consent is expressly provided for hereunder. Without limiting ▇▇▇▇▇▇▇▇ may for any reason apply for the generality appointment of a receiver, ex parte without notice, of the foregoing, Beneficiary, Collateral (to which appointment the Companies hereby consent) without demand the necessity of performance posting a bond or other demand, presentment, protest, advertisement form of security (which the Companies hereby waive). ▇▇▇▇▇▇▇▇ may sell or notice cause to be sold any or all of any kind (except any notice required by law referred to below) to or upon Borrower or any other person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral , or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing)Collateral, in one or more parcels at public sales or private sale or salesparcels, at any exchange, broker's board or office of Beneficiary or elsewhere such prices and upon such terms and conditions as it may deem advisable and at such prices as it may deem best▇▇ ▇▇▇▇▇▇▇▇ shall elect, for cash or on credit or for future delivery delivery, without assumption of any credit risk, and at a public or private sale ▇▇ ▇▇▇▇▇▇▇▇ may deem appropriate. Beneficiary At any such sale, ▇▇▇▇▇▇▇▇ may disclaim warranties of title, possession, quiet enjoyment, merchantability and the like and any such disclaimer shall have not affect the right upon commercial reasonableness of the sale. ▇▇▇▇▇▇▇▇ may be the purchaser at any such public sale and thereafter hold the property so sold at public sale, absolutely, free from any claim or salesright of any kind, andincluding any equity of redemption. The proceeds of sale shall be applied first to all costs and expenses of, and incident to, such sale, (including attorneys' costs, fees and expenses), and then to the extent permitted by law, upon any payment (in such private sale or sales, to purchase the whole or any part order ▇▇ ▇▇▇▇▇▇▇▇ may elect in its sole discretion) of all other Payment Obligations. After application of the Collateral so sold, free proceeds of any right or equity of redemption in BorrowerCollateral to the Payment Obligations, which right or equity is hereby waived or releasedthe Companies shall remain liable for any deficiency. Borrower further agrees, at Beneficiary's request, to assemble the Collateral and make it available to Beneficiary at places which Beneficiary shall reasonably select, whether at Borrower's premises or elsewhereINFORMATION MARKED BY [***] HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENITAL TREATMENT. If any notice of a proposed sale or other disposition of the Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days before such sale or other dispositionTHE OMITTED PORTION HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

UCC Remedies. This Security Instrument is If a "security agreement" within Notice of an Actionable Event has been given and remains outstanding, the meaning Controlling Collateral Agent, on behalf of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, holders of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations (or, if the Note Collateral Agent is the Controlling Collateral Agent, the Note Obligations), a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occurs, Beneficiary may exercise, in addition to all other rights and remedies granted to it them in this Security Instrument Agreement and in any other Loan Documentinstrument or agreement securing, evidencing or relating to the Note Obligations, but subject to the terms of the Collateral Agency Agreement, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, Beneficiarythe Controlling Collateral Agent, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower the Grantor or any other person Person (all and each of which demands, defenses, advertisements and notices are hereby waived), when Notice of an Actionable Event has been given and remains outstanding, subject to the terms of the Collateral Agency Agreement, forthwith may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's board or office of Beneficiary the Controlling Collateral Agent or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary The Controlling Collateral Agent or any other holder of the Secured Obligations (or, if the Note Collateral Agent is the Controlling Agent, the Note Obligations) shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Borrowerthe Grantor, which right or equity is hereby waived or released. Borrower The Grantor further agrees, at Beneficiarythe Controlling Collateral Agent's request, to assemble the Collateral and make it available to Beneficiary the Controlling Collateral Agent at places which Beneficiary the Controlling Collateral Agent shall reasonably select, whether at Borrowerthe Grantor's premises or elsewhere. The Controlling Collateral Agent shall apply the proceeds of any such collection, recovery, receipt, appropriation, realization or sale in accordance with the Collateral Agency Agreement. To the extent permitted by applicable law, the Grantor waives all claims, damages and demands it may acquire against the Controlling Collateral Agent arising out of the exercise by them of any rights hereunder, except to the extent arising out of the gross negligence or willful misconduct of the Controlling Collateral Agent. If any notice of a proposed sale or other disposition of the Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) 10 days before such sale or other disposition. All waivers by the Grantor of rights (including rights to notice), and all rights and remedies afforded the Controlling Collateral Agent herein, and all other provisions of this Agreement, are expressly made subject to any applicable mandatory provisions of law limiting, or imposing conditions (including conditions as to reasonableness) upon, such waivers or the effectiveness thereof or any such rights and remedies.

UCC Remedies. This Security Instrument is a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occursshall occur and be continuing, Beneficiary the Administrative Agent may exercise, in addition to all other rights and remedies granted to it in this Agreement, the Security Instrument Documents and in any other Loan Document, all rights and remedies of a secured party under the UCCUniform Commercial Code. Without limiting the generality of the foregoing, Beneficiary, the Administrative Agent without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to belowlaw) to or upon Borrower or any other person Person (each and all and each of which demands, defensespresentments, protests, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels or as an entirety at any public or private sale or sales, at any exchange, broker's ’s board or office of Beneficiary the Administrative Agent or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary The Administrative Agent shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby waived or released. Borrower further agrees, at Beneficiary's the Administrative Agent’s request, to assemble the Collateral and make it available to Beneficiary the Administrative Agent at places which Beneficiary that the Administrative Agent shall reasonably select, whether at a Borrower's ’s premises or elsewhere. The Administrative Agent shall apply the net proceeds of any such collection, recovery, receipt, appropriation, realization or sale, after deducting all costs and expenses of every kind incurred therein or incidental to the care or safekeeping of any of the Collateral or in any way relating to the Collateral or the rights of the Lenders hereunder, including, without limitation, attorneys’ fees and disbursements, to the payment in whole or in part of the Secured Obligations, in such order as the Administrative Agent may elect in its sole discretion, and only after such application and after the payment by the Administrative Agent of any other amount required or permitted by any provision of law, including, without limitation, Section 9-615(a)(3) of the Uniform Commercial Code, need the Administrative Agent account for the surplus, if any, to Borrower. To the extent permitted by applicable law, Borrower waives all claims, damages and demands it may acquire against the Administrative Agent arising out of the exercise by the Administrative Agent of any of its rights hereunder, other than those claims, damages and demands arising from the gross negligence or willful misconduct of the Administrative Agent. If any notice of a proposed sale or other disposition of the Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days Business Days before such sale or other disposition. To the extent permitted by applicable law, Borrower shall remain liable for any deficiency (plus accrued interest thereon as contemplated pursuant to Section 3.1(b) hereof) if the proceeds of any sale or other disposition of the Collateral are insufficient to pay the Secured Obligations and the fees and disbursements of any attorneys employed by the Administrative Agent to collect such deficiency. The rights, powers and remedies of the Administrative Agent and the Lenders under this Agreement shall be cumulative and not exclusive of any other right, power or remedy which the Administrative Agent or the Lenders may have against Borrower pursuant to this Agreement, the Mortgages or the other Loan Documents, or existing at law or in equity or otherwise.

UCC Remedies. This Security Instrument is a "security agreement" within Upon the meaning occurrence of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an any Event of Default occursDefault, Beneficiary may exercise, in addition to ▇▇▇▇▇▇▇▇ shall have all other rights and remedies granted to it in this Security Instrument and in any other Loan Document, all the rights and remedies of a secured party under the UCCUCC and other applicable laws with respect to all Collateral, such rights and remedies being in addition to all of ▇▇▇▇▇▇▇▇'▇ other rights and remedies provided for herein, and all of which rights and remedies may be exercised without notice to, or consent by, Companies except as such notice or consent is expressly provided for hereunder. Without limiting ▇▇▇▇▇▇▇▇ may for any reason apply for the generality appointment of a receiver, ex parte without notice, of the foregoing, Beneficiary, Collateral (to which appointment the Companies hereby consent) without demand the necessity of performance posting a bond or other demand, presentment, protest, advertisement form of security (which the Companies hereby waive). ▇▇▇▇▇▇▇▇ may sell or notice cause to be sold any or all of any kind (except any notice required by law referred to below) to or upon Borrower or any other person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral , or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing)Collateral, in one or more parcels at public sales or private sale or salesparcels, at any exchange, broker's board or office of Beneficiary or elsewhere such prices and upon such terms and conditions as it may deem advisable and at such prices as it may deem best▇▇ ▇▇▇▇▇▇▇▇ shall elect, for cash or on credit or for future delivery delivery, without assumption of any credit risk, and at a public or private sale ▇▇ ▇▇▇▇▇▇▇▇ may deem appropriate. Beneficiary At any such sale, ▇▇▇▇▇▇▇▇ may disclaim warranties of title, possession, quiet enjoyment, merchantability and the like and any such disclaimer shall have not affect the right upon commercial reasonableness of the sale. ▇▇▇▇▇▇▇▇ may be the purchaser at any such public sale and thereafter hold the property so sold at public sale, absolutely, free from any claim or salesright of any kind, andincluding any equity of redemption. The proceeds of sale shall be applied first to all costs and expenses of, and incident to, such sale, (including attorneys' costs, fees and expenses), and then to the extent permitted by law, upon any payment (in such private sale or sales, to purchase the whole or any part order ▇▇ ▇▇▇▇▇▇▇▇ may elect in its sole discretion) of all other Obligations. After application of the Collateral so sold, free proceeds of any right or equity of redemption Collateral to the Obligations, the Companies shall remain liable for any deficiency. Notwithstanding anything to the contrary set forth in Borrowerthis Agreement, which right or equity is hereby waived or released. Borrower further agreesin connection with a default under Section 9(a), at Beneficiary's request, to assemble ▇▇▇▇▇▇▇▇ will not exercise any remedies against the Intellectual Property Collateral and make it available to Beneficiary at places which Beneficiary shall reasonably select, whether at Borrower's premises or elsewhere. If any notice of a proposed sale or other disposition of until the Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days before such sale or other dispositionCure Period has expired.

UCC Remedies. This Security Instrument is If a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Lease Event of Default occursshall occur and be ------------ continuing, Beneficiary Lessor may exercise, in addition to all other rights and remedies granted to it in this Security Instrument Lease and in any other Loan DocumentOperative Agreement, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, BeneficiaryLessor, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower Lessee or any other person Person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Equipment, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral Equipment or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's board or office of Beneficiary Lessor or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary Lessor shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral Equipment so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby waived or released. Borrower Lessee further agrees, at BeneficiaryLessor's request, to assemble the Collateral Equipment and make it available to Beneficiary the Lessor at places which Beneficiary the Lessor shall reasonably select, whether at BorrowerLessee's premises or elsewhere. Lessor shall apply the net proceeds of any action taken by it pursuant to this subsection, after deducting all reasonable costs and expenses of every kind incurred in connection therewith or incidental to the care or safekeeping of any of the Equipment or in any way relating to the Equipment or the rights of Lessor, including, without limitation, reasonable attorneys' fees and disbursements, to the payment in whole or in part of the Lease Secured Obligations, in such order as Lessor may elect, and only after such application and after the payment by Lessor of any other amount required by any provision of law, including, without limitation, Section 9-504(1)(c) of the UCC, need Lessor account for the surplus, if any, to Lessee. If any notice of a proposed sale or other disposition of the Collateral Equipment shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days lease 10 Business Days before such sale or other disposition.

UCC Remedies. This Security Instrument is a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Event of Default occursshall occur and be continuing, Beneficiary the Agent, on behalf of the Lenders, may exercise, in addition to all other rights and remedies granted to it them in this Security Instrument Agreement and in any other Loan Documentinstrument or agreement securing, evidencing or relating to the Obligations, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, Beneficiarythe Agent, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to belowbelow and the three business days' notice provided in Section 7 of the DIP Credit Agreement) to or upon the Borrower or any other person Person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's board or office of Beneficiary the Agent or any Lender or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary The Agent or any Lender shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in the Borrower, which right or equity is hereby waived or released. The Borrower further agrees, at Beneficiarythe Agent's request, to assemble the Collateral and make it available to Beneficiary the Agent at places which Beneficiary the Agent shall reasonably select, whether at the Borrower's premises or elsewhere. The Agent shall apply the net proceeds of any such collection, recovery, receipt, appropriation, realization or sale, after deducting all reasonable costs and expenses of every kind incurred therein or incidental to the care or safekeeping of any of the Collateral or in any way relating to the Collateral or the rights of the Agent and the Lenders hereunder, including, without limitation, reasonable attorneys' fees and disbursements, to the payment in whole or in part of the Obligations, in such order as the Agent may elect, and only after such application and after the payment by the Agent of any other amount required by any provision of law, including, without limitation, Section 9-504(1)(c) of the UCC, need the Agent account for the surplus, if any, to the Borrower. To the extent permitted by applicable law, the Borrower waives all claims, damages and demands it may acquire against the Agent or any Lender arising out of the exercise by them of any rights hereunder. If any notice of a proposed sale or other disposition of the Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) 10 days before such sale or other disposition.

UCC Remedies. This Security Instrument is If a "security agreement" within the meaning of the UCC. The Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Borrower in the Property. Borrower by executing and delivering this Security Instrument has granted and hereby grants to Borrower, as security for the Secured Obligations, a security interest in the Property to the full extent that the Property may be subject to the UCC (said portion of the Property so subject to the UCC being referred to in this Security Instrument as the "Collateral"). If an Lease Event of Default occursshall occur and be continuing, Beneficiary Lessor may exercise, in addition to all other rights and remedies granted to it in this Security Instrument Lease and in any other Loan DocumentOperative Agreement, all rights and remedies of a secured party under the UCC. Without limiting the generality of the foregoing, BeneficiaryLessor, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below) to or upon Borrower Lessee or any other person Person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral Equipment, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral Equipment or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker's board or office of Beneficiary Lessor or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary Lessor shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral Equipment so sold, free of any right or equity of redemption in Borrower, which right or equity is hereby waived or released. Borrower Lessee further agrees, at BeneficiaryLessor's request, to assemble the Collateral Equipment and make it available to Beneficiary the Lessor at places which Beneficiary the Lessor shall reasonably select, whether at BorrowerLessee's premises or elsewhere. Lessor shall apply the net proceeds of any action taken by it pursuant to this subsection, after deducting all reasonable costs and expenses of every kind incurred in connection therewith or incidental to the care or safekeeping of any of the Equipment or in any way relating to the Equipment or the rights of Lessor, including, without limitation, reasonable attorneys' fees and disbursements, to the payment in whole or in part of the Lease Secured Obligations, in such order as Lessor may elect, and only after such application and after the payment by Lessor of any other amount required by any provision of law, including, without limitation, Section 9-504(1)(c) of the UCC, need Lessor account for the surplus, if any, to Lessee. If any notice of a proposed sale or other disposition of the Collateral Equipment shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days lease 10 Business Days before such sale or other disposition.