Common use of Obtaining the Collateral Upon Default Clause in Contracts

Obtaining the Collateral Upon Default. Debtor agrees that, if any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, of applicable law, Secured Party, in addition to any rights now or hereafter existing under Applicable law, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable and, in its sole discretion, may then elect to exercise the following rights, remedies and powers: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iv) personally, or by agents or attorneys, immediately take possession of the Collateral or any part thereof, from Debtor or any other person who then has possession of any part thereof with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or Guarantor's premises where all or any part of the Collateral is located and remove same and use in connection with such removal all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessary; (v) instruct the obligor or obligors on any agreement, instrument or other obligation relating to the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured Party; (vi) sell, assign or otherwise liquidate, or direct Debtor to sell, assign or otherwise liquidate, the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation;

Obtaining the Collateral Upon Default. Debtor agrees that, if If any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, requirements of applicable lawlaw then in effect, Secured PartyLender, in addition to any rights now or hereafter existing under Applicable applicable law, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable and, Uniform Commercial Code in its sole discretion, may then elect to exercise the following rights, remedies all relevant jurisdictions and powersmay: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iva) personally, or by agents or attorneys, immediately take retake possession of the Collateral or any part thereof, from Debtor any Guarantor or any other person Person who then has possession of any part thereof thereof, with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or such Guarantor's premises where all or any part of the Collateral is located and remove the same and use in connection with such removal any and all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessarysuch Guarantor; (vb) instruct the obligor or obligors on any agreement, instrument or other obligation relating to (including, without limitation, the Accounts) constituting the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured PartyLender; (vic) withdraw all monies, securities and instruments held pursuant to any pledge arrangement for application to the Obligations; (d) sell, assign or otherwise liquidate, or direct Debtor any Guarantor to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation; (e) take possession of the Collateral or any part thereof, by directing any Guarantor in writing to deliver the same to Lender at any place or places designated by Lender, in which event such Guarantor shall at its own expense: (i) forthwith cause the same to be moved to the place or places so designated by Lender and there delivered to Lender, (ii) store and keep any Collateral so delivered to Lender at such place or places pending further action by Lender as provided in Section V B., and (iii) while the Collateral shall be so stored and kept, provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain the Collateral in good condition; it being understood that any Guarantor's obligation to so deliver the Collateral is of the essence of this Security Agreement and that, accordingly, upon application to a court of equity having jurisdiction, Lender shall be entitled to a decree requiring specific performance by such Guarantor of said obligation.

Obtaining the Collateral Upon Default. Debtor agrees that, if If any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, requirements of applicable lawlaw then in effect, Secured Partythe Agent, in addition to any rights now or hereafter existing under Applicable applicable law, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable andUniform Commercial Code in all relevant jurisdictions and may, in its sole discretion, may then elect to exercise the following rights, remedies and powerswithout limitation: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iv) personally, or by agents or attorneys, immediately take retake possession of the Collateral or any part thereof, from the Debtor or any other person Person who then has possession of any part thereof thereof, with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or Guarantorthe Debtor's premises where all or any part of the Collateral is located and remove same and the same, and, use in connection with such removal removal, any and all services, supplies, aids and or other facilities of Debtor or that Secured Party, in its opinion, considers necessarythe Debtor; (vii) instruct the obligor or obligors on any agreement, instrument or other obligation relating to (including, without limitation, the Accounts) constituting the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured Partythe Agent; (viiii) withdraw all monies, securities and instruments held pursuant to any pledge arrangement for application to the Obligations; (iv) sell, assign or otherwise liquidate, or direct the Debtor to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation; (v) take possession of the Collateral or any part thereof, by directing the Debtor in writing to deliver the same to the Agent at any place or places designated by Agent, in which event the Debtor shall at its own expense: (1) forthwith cause the same to be moved to the place or places so designated by the Agent and there delivered to the Agent, (2) store and keep any Collateral so delivered to the Agent at such place or places pending further action by the Agent as provided in Section VB, and (3) while the Collateral shall be so stored and kept, provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain the Collateral in good condition; it being understood that the Debtor's obligation to so deliver the Collateral is of the essence of this Agreement and that, accordingly, upon application to a court of equity having jurisdiction, the Agent shall be entitled to a decree requiring specific performance by the Debtor of said obligation.

Obtaining the Collateral Upon Default. Debtor agrees that, if If any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, requirements of applicable lawlaw then in effect, Secured PartyLender, in addition to any rights now or hereafter existing under Applicable applicable law, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable and, Uniform Commercial Code in its sole discretion, may then elect to exercise the following rights, remedies all relevant jurisdictions and powersmay: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iva) personally, or by agents or attorneys, immediately take retake possession of the Collateral or any part thereof, from Debtor Borrower or any other person Person who then has possession of any part thereof thereof, with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or GuarantorBorrower's premises where all or any part of the Collateral is located and remove the same and use in connection with such removal any and all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessaryBorrower; (vb) instruct the obligor or obligors on any agreement, instrument or other obligation relating to (including, without limitation, the Accounts) constituting the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured PartyLender; (vic) withdraw all monies, securities and instruments held pursuant to any pledge arrangement for application to the Obligations; (d) sell, assign or otherwise liquidate, or direct Debtor Borrower to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation; (e) take possession of the Collateral or any part thereof, by directing Borrower in writing to deliver the same to Lender at any place or places designated by Lender, in which event Borrower shall at its own expense: (i) forthwith cause the same to be moved to the place or places so designated by Lender and there delivered to Lender, (ii) store and keep any Collateral so delivered to Lender at such place or places pending further action by Lender as provided in Section V B., and (iii) while the Collateral shall be so stored and kept, provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain the Collateral in good condition; it being understood that Borrower's obligation to so deliver the Collateral is of the essence of this Security Agreement and that, accordingly, upon application to a court of equity having jurisdiction, Lender shall be entitled to a decree requiring specific performance by Borrower of said obligation.

Obtaining the Collateral Upon Default. Debtor agrees that, if If any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, requirements of applicable lawlaw then in effect, Secured Partythe Agent, in addition to any rights now or hereafter existing under Applicable lawapplicable law and subject to the Subordination Agreement, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable and, Uniform Commercial Code in its sole discretion, may then elect to exercise the following rights, remedies all relevant jurisdictions and powersmay: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iv) personally, or by agents or attorneys, immediately take retake possession of the Collateral or any part thereof, from the Debtor or any other person Person who then has possession of any part thereof thereof, with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or Guarantorthe Debtor's premises where all or any part of the Collateral is located and remove the same and use in connection with such removal any and all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessarythe Debtor; (vii) instruct the obligor or obligors on any agreement, instrument or other obligation relating to (including, without limitation, the Accounts) constituting the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured Partythe Agent; (viiii) withdraw all monies, securities and instruments held pursuant to any pledge arrangement for application to the Obligations; (iv) sell, assign or otherwise liquidate, or direct the Debtor to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation; (v) take possession of the Collateral or any part thereof, by directing the Debtor in writing to deliver the same to the Agent at any place or places designated by the Agent, in which event the Debtor shall at its own expense: (a) forthwith cause the same to be moved to the place or places so designated by the Agent and there delivered to the Agent, (b) store and keep any Collateral so delivered to the Agent at such place or places pending further action by the Agent as provided in Section V.B., and (c) while the Collateral shall be so stored and kept, provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain the Collateral in good condition; it being understood that the Debtor's obligation to so deliver the Collateral is of the essence of this Company Security Agreement and that, accordingly, upon application to a court of equity having jurisdiction, the Agent shall be entitled to a decree requiring specific performance by the Debtor of said obligation.

Obtaining the Collateral Upon Default. Debtor Borrower agrees that, if any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, requirements of applicable lawlaw then in effect, Secured PartyLender, in addition to any rights now or hereafter existing under Applicable applicable law, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable and, UCC in its sole discretion, may then elect to exercise the following rights, remedies all relevant jurisdictions and powersmay: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iva) personally, or by agents or attorneys, immediately take possession of the Collateral or any part thereof, from Debtor Borrower or any other person Person who then has possession of any part thereof with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or Guarantor's Borrower’s premises where all or any part of the Collateral is located and remove the same and use in connection with such removal any and all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessaryBorrower; (vb) instruct the obligor or obligors on any agreement, instrument or other obligation relating to constituting the Collateral to make render any payment performance required by the terms of such instrument or agreement directly to Secured PartyLender; (vic) sell, assign or otherwise liquidate, or direct Debtor Borrower to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation;; and (d) take possession of the Collateral or any part thereof, by directing Borrower in writing to deliver the same to Lender at any place or places designated by Lender, at Borrower’s expense; it being understood that Borrower’s obligation so to deliver the Collateral is of the essence of this Agreement and that, accordingly, upon application to a court of equity having jurisdiction, Lender shall be entitled to a decree requiring specific performance by Borrower of said obligation.

Obtaining the Collateral Upon Default. Debtor agrees that, if If any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, requirements of applicable lawlaw then in effect, Secured Partythe Agent, in addition to other rights and remedies provided for herein and any rights now or hereafter existing under Applicable applicable law, shall have all rights and remedies as a secured creditor under the PPSA to the extent that such are applicable and, Uniform Commercial Code in its sole discretion, may then elect to exercise the following rights, remedies all relevant jurisdictions and powersmay: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iv) personally, or by agents or attorneys, immediately take retake possession of the Collateral or any part thereof, from Debtor the Obligors or any other person Person who then has possession of any part thereof thereof, with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or Guarantor's the Obligors' premises where all or any part of the Collateral is located and remove the same and use in connection with such removal any and all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessarythe Obligors; (vii) instruct the obligor or obligors on any agreement, instrument or other obligation relating to (including, without limitation, the Accounts) constituting the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured Partythe Agent; (viiii) withdraw all monies, securities and instruments held in any Disbursement Account and any Collection Account, for application to the Obligations; (iv) sell, assign or otherwise liquidate, or direct Debtor the Obligors to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation; (v) take possession of the Collateral or any part thereof, by directing the Obligors in writing to deliver the same to the Agent at any place or places designated by the Agent, in which event the Obligors shall at their own expense: (A) forthwith cause the same to be moved to the place or places so designated by the Agent and delivered to the Agent, (B) store and keep any Collateral so delivered to the Agent at such place or places pending further action by the Agent as provided in Section 5(b), and (C) while the Collateral shall be so stored and kept, provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain them in good condition; it being understood that the Obligors' obligation to so deliver the Collateral is of the essence of this Security Agreement and that, accordingly, upon application to a court of equity having jurisdiction, the Agent shall be entitled to a decree requiring specific performance by the Obligors of said obligation.

Obtaining the Collateral Upon Default. Debtor agrees that, if If any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, requirements of applicable lawlaw then in effect, Secured Partythe Agent, in addition to any rights now or hereafter existing under Applicable applicable law, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable and, Uniform Commercial Code in its sole discretion, may then elect to exercise the following rights, remedies all relevant jurisdictions and powersmay: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iva) personally, or by agents or attorneys, immediately take retake possession of the Collateral or any part thereof, from the Debtor or any other person Person who then has possession of any part thereof thereof, with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or Guarantorthe Debtor's premises where all or any part of the Collateral is located and remove the same and use in connection with such removal any and all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessarythe Debtor; (vb) instruct the obligor or obligors on any agreement, instrument or other obligation relating to (including, without limitation, the Accounts) constituting the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured Partythe Agent; (vic) withdraw all monies, securities and instruments held pursuant to any pledge arrangement for application to the Obligations; (d) sell, assign or otherwise liquidate, or direct the Debtor to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation; (e) take possession of the Collateral or any part thereof, by directing the Debtor in writing to deliver the same to the Agent at any place or places designated by the Agent, in which event the Debtor shall at its own expense: a. forthwith cause the same to be moved to the place or places so designated by the Agent and there delivered to the Agent, b. store and keep any Collateral so delivered to the Agent at such place or places pending further action by the Agent as provided in Section VB, and c. while the Collateral shall be so stored and kept, provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain the Collateral in good condition; it being understood that the Debtor's obligation to so deliver the Collateral is of the essence of this Company Security Agreement and that, accordingly, upon application

Obtaining the Collateral Upon Default. Debtor agrees that, if If any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, requirements of applicable lawlaw then in effect, Secured Partythe Agent, in addition to any rights now or hereafter existing under Applicable lawapplicable law and subject to the Subordination Agreement, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable and, Uniform Commercial Code in its sole discretion, may then elect to exercise the following rights, remedies all relevant jurisdictions and powersmay: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iv) personally, or by agents or attorneys, immediately take retake possession of the Collateral or any part thereof, from Debtor any Guarantor or any other person Person who then has possession of any part thereof thereof, with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or such Guarantor's premises where all or any part of the Collateral is located and remove the same and use in connection with such removal any and all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessarysuch Guarantor; (vii) instruct the obligor or obligors on any agreement, instrument or other obligation relating to (including, without limitation, the Accounts) constituting the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured Partythe Agent; (viiii) withdraw all monies, securities and instruments held pursuant to any pledge arrangement for application to the Obligations; (iv) sell, assign or otherwise liquidate, or direct Debtor any Guarantor to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation; (v) take possession of the Collateral or any part thereof, by directing any Guarantor in writing to deliver the same to the Agent at any place or places designated by the Agent, in which event such Guarantor shall at its own expense: a. forthwith cause the same to be moved to the place or places so designated by the Agent and there delivered to the Agent, b. store and keep any Collateral so delivered to the Agent at such place or places pending further action by the Agent as provided in Section V.B., and c. while the Collateral shall be so stored and kept, provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain the Collateral in good condition; it being understood that any Guarantor's obligation to so deliver the Collateral is of the essence of this Guarantors Security Agreement and that, accordingly, upon application to a court of equity having jurisdiction, the Agent shall be entitled to a decree requiring specific performance by such Guarantor of said obligation.

Obtaining the Collateral Upon Default. Debtor agrees that, if If any Event of Default shall have occurred and be continuing, then and in every such case, subject to any mandatory requirements, including applicable notice periods, requirements of applicable lawlaw then in effect, Secured Partythe Agent, in addition to any rights now or hereafter existing under Applicable applicable law, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable and, Uniform Commercial Code in its sole discretion, may then elect to exercise the following rights, remedies all relevant jurisdictions and powersmay: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iva) personally, or by agents or attorneys, immediately take retake possession of the Collateral or any part thereof, from Debtor any Guarantor or any other person Person who then has possession of any part thereof thereof, with or without notice or process of law, and for that purpose may peaceably enter upon Debtors or such Guarantor's premises where all or any part of the Collateral is located and remove the same and use in connection with such removal any and all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessarysuch Guarantor; (vb) instruct the obligor or obligors on any agreement, instrument or other obligation relating to (including, without limitation, the Accounts) constituting the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured Partythe Agent; (vic) withdraw all monies, securities and instruments held pursuant to any pledge arrangement for application to the Obligations; (d) sell, assign or otherwise liquidate, or direct Debtor any Guarantor to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereof, and take possession of the proceeds of any such sale or liquidation; (e) take possession of the Collateral or any part thereof, by directing any Guarantor in writing to deliver the same to the Agent at any place or places designated by the Agent, in which event such Guarantor shall at its own expense: a. forthwith cause the same to be moved to the place or places so designated by the Agent and there delivered to the Agent,

Obtaining the Collateral Upon Default. Debtor agrees that, if any Upon the occurrence and during the continuance of an Event of Default shall have occurred (and be continuingafter notice of such Event of Default, then and in every if required), to the extent any such caseaction is not inconsistent with Final Borrowing Order, subject to any mandatory requirements, including applicable notice periods, of applicable law, Secured Partythe Administrative Agent, in addition to any rights now or hereafter existing under Applicable applicable law, and without application to or order of the Bankruptcy Court, shall have all rights as a secured creditor under the PPSA to the extent that such are applicable and, Uniform Commercial Code in its sole discretion, may then elect to exercise the following rights, remedies all relevant jurisdictions and powersmay: (i) exercise all the rights and remedies upon default, in foreclosure and otherwise, available to mortgages or secured parties under the provisions of applicable law; (ii) institute legal proceedings to foreclose upon and against the lien and security interest granted by this Agreement, to recover judgment for all Obligations then due and owing and secured hereby, and to collect same out of any of or all of the Collateral or the proceeds of any sale thereof; (iii) without regard to the adequacy of the security for the Obligations by virtue of this Agreement or any other Collateral or to the solvency of Debtor, institute legal proceedings for the appointment of a receiver or receivers with respect to any or all of the Collateral pending foreclosure hereunder or for the sale of any or all of the Collateral under the order of a court of competent jurisdiction or under other legal process; (iva) personally, or by agents or attorneys, immediately take retake possession of the Collateral or any part thereof, from Debtor the Borrower or any other person Person who then has possession of any part thereof with or without notice or process of lawlaw (but subject to any requirements of Law), and for that purpose may peaceably enter upon Debtors or Guarantor's the Borrower’s premises where all or any part of the Collateral is located and remove the same and use in connection with such removal any and all services, supplies, aids and other facilities of Debtor or that Secured Party, in its opinion, considers necessarythe Borrower; (vb) instruct the obligor or obligors on any agreementagreements, instrument or other obligation relating to constituting the Collateral to make any payment required by the terms of such instrument or agreement directly to Secured Partyany cash collateral account; (vic) sell, assign or otherwise liquidate, or direct Debtor the Borrower to sell, assign or otherwise liquidate, any or all of the Collateral or any part thereofthereof in accordance, and take possession of the proceeds of any such sale sale, assignment or liquidation;; and (d) take possession of the Collateral or any part thereof, by directing the Borrower in writing to deliver the same to the Administrative Agent at any place or places designated by the Administrative Agent, in which event the Borrower shall at its own expense: (i) forthwith cause the same to be moved to the place or places so designated by the Administrative Agent and there delivered to the Administrative Agent, (ii) store and keep any Collateral so delivered to the Administrative Agent at such place or places pending further action by the Administrative Agent, and (iii) while the Collateral shall be so stored and kept, provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain them in good condition; It being understood that the Borrower’s obligation so to deliver the Collateral is of the essence of this Agreement and that, accordingly, upon application to the Bankruptcy Court, the Administrative Agent shall be entitled to a decree requiring specific performance by the Borrower of such obligation.