Common use of Remedies Generally Clause in Contracts

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys may, subject to obtaining all applicable Approvals, (i) exercise any or all of its rights and remedies hereunder, under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and for such price or prices and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If an a Default in the payment of any Obligations shall have occurred or any Event of Default shall have occurred and be continuingcontinuing or would result therefrom, the Senior Note Trustee itself Holders or by its agents or attorneys may, subject to obtaining all applicable Approvals, (i) may exercise any in respect of the Collateral or all of its rights and remedies hereunder, under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including After Acquired Collateral all of the rights and remedies of set forth herein or otherwise available to a secured creditor party upon Default under any applicable provision of the Uniform Commercial Code then UCC or any other applicable jurisdiction and, in effect conjunction with or in the State of New York; the "NUCC")addition to such rights and remedies, (ii) may themselves or by agents or attorneys retain the Pledged Collateral or (iii) the After Acquired Collateral or sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral or the After Acquired Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewheresale, for cash, upon credit or for other propertyAssets, for immediate or future delivery, and for such price or prices and on such other terms that as are satisfactory to the Senior Note Trustee may deem commercially reasonable Holders (in its their discretion) without liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee Holders shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral or After Acquired Collateral so sold. Each such purchaser at any such sale shall hold the property Assets sold absolutely free from any claim or right on the part of the Pledgorany Company Party, and the Pledgor each Company Party hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor such Company Party now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee Holders shall give the Pledgor at least 10 Business Dayssuch Company Party ten days' written notice (which the Pledgor each Company Party agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCCrelevant UCC) of the Senior Note TrusteeHolder's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee Holders may deem commercially reasonablefix. At any such sale, the Pledged Collateral or After Acquired Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonableHolders may, in their discretion, determine. The Senior Note Trustee Holders shall not be obligated to make any sale of the Pledged Collateral or After Acquired Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral or After Acquired Collateral may have been given. The Senior Note Trustee may Holders may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral or After Acquired Collateral is made on credit or for future delivery, the Pledged Collateral or After Acquired Collateral so sold may be retained by the Senior Note Trustee Holders until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee Holders shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral or After Acquired Collateral so sold and, in case of any such failure, such Pledged Collateral may or After Acquired Collateral be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee Holders may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral foreclose this Security Agreement and sell the Pledged Collateral or After Acquired Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If Any of the Collateral or After Acquired Collateral may be sold, leased or otherwise disposed of, in the condition in which the same existed when taken by the Holders or after any overhaul or repair that the Holders shall determine to be commercially reasonable. If, under mandatory requirements of applicable law, the Senior Note Trustee Holders shall be required to make disposition of the Pledged Collateral or After Acquired Collateral within a period of time that does not permit the giving of notice to the Pledgor a Company Party as herein before providedprovided herein, the Senior Note Trustee Holders need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.give

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee Collateral Agent itself or by its agents or attorneys may, subject to obtaining all applicable Approvals, (i) may exercise any or all of its rights and remedies hereunder, hereunder or under the Senior Note Indenture Indenture, or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations Obligations, the Notes or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; , the "NUCCUCC"), (ii) retain possession of the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note TrusteeCollateral Agent's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and and, to the extent permitted by applicable law, for such price or prices and on such other terms that as the Senior Note Trustee Collateral Agent may deem commercially reasonable (in its liability for loss or damage)reasonable. Upon consummation of any such sale, the Senior Note Trustee Collateral Agent shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the PledgorPledgors, and the each Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the any Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee Collateral Agent shall give the Pledgor at least 10 Business DaysPledgors ten (10) days' written notice (which the each Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCCUCC) in accordance with Section 19 of the Senior Note TrusteeCollateral Agent's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee Collateral Agent may deem commercially reasonablefix. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonableCollateral Agent may, in its sole discretion, determine. The Senior Note Trustee Collateral Agent shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may Collateral Agent may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee Collateral Agent until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee Collateral Agent shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee Collateral Agent may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee Collateral Agent shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before hereinbefore provided, the Senior Note Trustee Collateral Agent need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If a Default or Event of Default or event that with the lapse of time or the giving of notice or both, in the payment of any Obligation shall constitute an Event of Default shall have occurred and be continuingcontinuing or would result therefrom, the Senior Note Trustee itself Required Holders or by its their agents or attorneys may, subject to obtaining all applicable Approvals, (i) exercise any or all of its rights and remedies hereunder, under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) may retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewheresale, for cash, upon credit or for other property, for immediate or future delivery, and for such price or prices and on such other terms that as are satisfactory to the Senior Note Trustee may deem commercially reasonable Holders (in its their discretion) without liability for loss or damage). Pledgors agree that the private sale or other private disposition of Pledged Collateral shall be deemed commercially reasonable notwithstanding the possibility that a substantially higher price might be realized if such sale or other disposition were public and deferred until after registration under the Securities Act of 1933, as amended, or after compliance with any other applicable securities laws. Upon consummation of any such sale, the Senior Note Trustee Holders shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the PledgorPledgors, and the Pledgor Pledgors hereby waives waive (to the full extent permitted by lawLaw) all rights of redemption, stay or appraisal which the Pledgor Pledgors now has have or may have at any time in the future have under any rule of law or statute now existing or hereafter enactedLaw. The Senior Note Trustee Holders shall give the Pledgor at least 10 Business DaysPledgors five days' written notice (which the Pledgor agrees Pledgors agree shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCCrelevant Uniform Commercial Code) of the Senior Note Trustee's their intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee Holders may deem commercially reasonablefix. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonableRequired Holders may, in their discretion, determine. The Senior Note Trustee Holders shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.Pledged

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys may, subject to obtaining all applicable Approvals, may (i) exercise any or all of its rights and remedies hereunder, under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and for such price or prices and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys this Mortgage may, subject to obtaining all applicable Approvalsthe maximum extent permitted by law, (i) be enforced, and the Mortgagee may exercise any right, power or all of its rights and remedies remedy permitted to it hereunder, under the Senior Note Indenture Indentures or under any of the other Loan Instruments or by law, including foreclosure of the Mortgage Estate by executory or ordinary process, and, without limiting the generality of the foregoing, the Mortgagee may, personally or by its agents, to the maximum extent permitted by law: (i) enter into and take possession of the Mortgage Estate or any other instrument part thereof, exclude the Mortgagor and all persons claiming under the Mortgagor whose claims are junior to this Mortgage, wholly or agreement securingpartly therefrom, evidencing or relating to and use, operate, manage and control the Indenture Obligations or under applicable laws (including all same either in the name of the rights Mortgagor or otherwise as the Mortgagee shall deem best, and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole orupon such entry, from time to timetime at the expense of the Mortgagor and the Mortgage Estate, make all such repairs, replacements, alterations, additions or improvements to the Mortgage Estate or any part thereof as the Mortgagee may deem proper and, whether or not the Mortgagee has so entered and taken possession of the Pledged Collateral at public Mortgage Estate or private sale or salesany part thereof, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, collect and for such price or prices receive all Rents and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause apply the same to the payment of all expenses that the Mortgagee may be adjourned from time authorized to time by announcement at make under this Mortgage, the time and place fixed for sale, and such sale may, without further notice, remainder to be made at applied to the time and place to which payment of the Obligations until the same was so adjourned. In case sale of all shall have been repaid in full; if the Mortgagee demands or any part attempts to take possession of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral Mortgage Estate or any portion thereof pursuant to judgment or decree in the exercise of a court or courts having competent jurisdiction. If under mandatory requirements of applicable lawany rights hereunder, the Senior Note Trustee Mortgagor shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice promptly turn over and deliver complete possession thereof to the Pledgor as herein before providedMortgagee; and (ii) personally or by agents, with or without entry, if the Senior Note Trustee need give the Pledgor only such notice of disposition as Mortgagee shall be reasonably practicable in view of such mandatory requirements of law.deem it advisable:

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys this Mortgage may, subject to obtaining all applicable Approvalsthe maximum extent permitted by law, (i) be enforced, and the Mortgagee may exercise any right, power or all of its rights and remedies remedy permitted to it hereunder, under the Senior Note Indenture Credit Agreements or under any of the other Loan Instruments or by law, and, without limiting the generality of the foregoing, the Mortgagee may, personally or by its agents, to the maximum extent permitted by law: (i) enter into and take possession of the Mortgage Estate or any other instrument part thereof, exclude the Mortgagor and all persons claiming under the Mortgagor whose claims are junior to this Mortgage, wholly or agreement securingpartly therefrom, evidencing or relating to and use, operate, manage and control the Indenture Obligations or under applicable laws (including all same either in the name of the rights Mortgagor or otherwise as the Mortgagee shall deem best, and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole orupon such entry, from time to timetime at the expense of the Mortgagor and the Mortgage Estate, make all such repairs, replacements, alterations, additions or Mortgage -------- improvements to the Mortgage Estate or any part thereof as the Mortgagee may deem proper and, whether or not the Mortgagee has so entered and taken possession of the Pledged Collateral at public Mortgage Estate or private sale or salesany part thereof, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, collect and for such price or prices receive all Rents and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause apply the same to the payment of all expenses that the Mortgagee may be adjourned from time authorized to time by announcement at make under this Mortgage, the time and place fixed for sale, and such sale may, without further notice, remainder to be made at applied to the time and place to which payment of the Obligations until the same was so adjourned. In case sale of all shall have been repaid in full; if the Mortgagee demands or any part attempts to take possession of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral Mortgage Estate or any portion thereof pursuant to judgment or decree in the exercise of a court or courts having competent jurisdiction. If under mandatory requirements of applicable lawany rights hereunder, the Senior Note Trustee Mortgagor shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice promptly turn over and deliver complete possession thereof to the Pledgor as herein before providedMortgagee; and (ii) personally or by agents, with or without entry, if the Senior Note Trustee need give the Pledgor only such notice of disposition as Mortgagee shall be reasonably practicable in view of such mandatory requirements of law.deem it advisable:

Remedies Generally. If an Event Following the acceleration of Default shall have occurred and each Series of Bonds then Outstanding, this Mortgage may, to the maximum extent permitted by law, be continuingenforced, and, subject to the Indenture, the Senior Note Trustee itself Mortgagee may exercise any right, power or remedy permitted to it hereunder or under any of the other Loan Instruments or by law, and, without limiting the generality of the foregoing, the Mortgagee may, personally or by its agents or attorneys mayagents, subject to obtaining all applicable Approvals, the maximum extent permitted by law: (i) exercise enter into and take possession of the Mortgage Estate or any or part thereof, exclude the Mortgagor and all of its rights and remedies hereunder, persons claiming under the Senior Note Indenture Mortgagor whose claims are junior to this Mortgage, wholly or any other instrument or agreement securingpartly therefrom, evidencing or relating to and use, operate, manage and control the Indenture Obligations or under applicable laws (including all same either in the name of the rights Mortgagor or otherwise as the Mortgagee shall deem best, and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole orupon such entry, from time to timetime at the expense of the Mortgagor and the Mortgage Estate, make all such repairs, replacements, alterations, additions or improvements to the Mortgage Estate or any part thereof as the Mortgagee may deem proper and, whether or not the Mortgagee has so entered and taken possession of the Pledged Collateral at public Mortgage Estate or private sale or salesany part thereof, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, collect and for such price or prices receive all Rents and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause apply the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale payment of all or any part expenses that the Mortgagee may be authorized to make under this Mortgage, the remainder to be applied to the payment of the Pledged Collateral is made on credit for future delivery, Obligations in accordance with the Pledged Collateral so sold may be retained by Indenture; if the Senior Note Trustee until the sale price is paid by the purchaser Mortgagee demands or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail attempts to take up and pay for possession of the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral Mortgage Estate or any portion thereof pursuant to judgment or decree in the exercise of a court or courts having competent jurisdiction. If under mandatory requirements of applicable lawany rights hereunder, the Senior Note Trustee Mortgagor shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice promptly turn over and deliver complete possession thereof to the Pledgor as herein before providedMortgagee; and (ii) personally or by agents, with or without entry, if the Senior Note Trustee need give the Pledgor only such notice of disposition as Mortgagee shall be reasonably practicable in view of such mandatory requirements of law.deem it advisable:

Remedies Generally. If an Event of Default shall have occurred and be continuing, then the Senior Note Trustee itself or by its agents or attorneys Pledgee may, subject to obtaining all applicable Approvals, : (i) exercise any or all of its rights and remedies hereunder, hereunder and under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"UCC), ; (ii) retain possession of the Pledged Collateral or Collateral; or (iii) sell, assign, transfer, or dispose of, endorse and deliver in whole or in part, the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchangesexchange, brokers board or at any of the Senior Note TrusteePledgee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and and, to the extent permitted by applicable law, for such price or prices and on such other terms that as the Senior Note Trustee Pledgee may deem commercially reasonable (in its liability for loss or damage)reasonable. Upon consummation of any such sale, the Senior Note Trustee Pledgee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the such property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full fullest extent permitted by law) all rights of redemption, stay or appraisal which the that such Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee Pledgee shall give the Pledgor at least 10 five (5) Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3the applicable provisions of the UCC) of the NUCC) of the Senior Note TrusteePledgee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee Pledgee may deem commercially reasonablefix. At any such sale, the Pledged CollateralCollateral or any portion thereof, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonablePledgee may, in its sole discretion, determine. The Senior Note Trustee Pledgee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of such sale of the Pledged Collateral may have been given. The Senior Note Trustee may Pledgee may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case the sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee Pledgee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee Pledgee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee Pledgee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee Pledgee shall be required by law to make disposition dispose of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee Pledgee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys this Mortgage may, subject to obtaining all the maximum extent permitted by applicable Approvalslaw, (i) be enforced, and the Mortgagee may exercise any right, power or all of its rights and remedies remedy permitted to it hereunder, under the Senior Note Indenture Credit Agreement or under any of the other Financing Documents or by law, and, without limiting the generality of the foregoing, the Mortgagee may, personally or by its agents, to the maximum extent permitted by applicable law: (i) enter into and take possession of the Mortgaged Property or any other instrument part thereof, exclude the Mortgagor and all Persons claiming under the Mortgagor whose claims are junior to this Mortgage, wholly or agreement securingpartly therefrom, evidencing or relating to and use, operate, manage and control the Indenture Obligations or under applicable laws (including all same either in the name of the rights Mortgagor or otherwise as the Mortgagee shall deem best, and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole orupon such entry, from time to timetime at the expense of the Mortgagor and the Mortgaged Property, make all such repairs, replacements, alterations, additions or improvements to the Mortgaged Property or any part thereof as the Mortgagee may deem proper and, whether or not the Mortgagee has so entered and taken possession of the Pledged Collateral Mortgaged Property or any part thereof, collect and receive all Rents and apply the same to the payment of all expenses that the Mortgagee may be authorized to make under this Mortgage or the other Financing Documents, the remainder to be applied to the payment of the Secured Obligations until the same shall have been repaid in full; if the Mortgagee demands or attempts to take possession of the Mortgaged Property or any portion thereof in the exercise of any rights hereunder, the Mortgagor shall promptly turn over and deliver complete possession thereof to the Mortgagee; and (ii) personally or by agents, with or without entry, if the Mortgagee shall deem it advisable: (A) sell the Mortgaged Property at public or private a sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and for such price or prices and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be sales held at such time or times and at such place or places and time or times and upon such notice and otherwise in such manner as may be required by law, or, in the Senior Note Trustee may deem commercially reasonable. At absence of any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portionsrequirement, as the Senior Note Trustee Mortgagee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do soappropriate, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned and from time to time adjourn any such sale by announcement at the time and place fixed specified for sale, and such sale may, or for such adjourned sale without further notice, except such as may be made at required by law; (B) proceed to protect and enforce its rights under this Mortgage, by suit for specific performance of any covenant contained herein or in any of the time other Financing Documents or in aid of the execution of any power granted herein or in the other Financing Documents, or for the foreclosure of this Mortgage (as a mortgage or otherwise) and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, Mortgaged Property under the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having of competent jurisdiction. If under mandatory requirements , or for the enforcement of applicable lawany other right as the Mortgagee shall deem most effectual for such purpose, provided, that in the event of a sale, by foreclosure or otherwise, of less than all of the Mortgaged Property, this Mortgage shall continue as a Lien on, and security interest in, the Senior Note Trustee shall be required to make disposition remaining portion of the Pledged Collateral within Mortgaged Property; or (C) exercise any or all of the remedies available to a period secured party under the applicable Uniform Commercial Code, including, without limitation: (1) either personally or by means of time that does not permit a court appointed receiver or keeper, take possession of all or any of the giving Fixtures and exclude therefrom the Mortgagor and all Persons claiming by, through or under the Mortgagor, and thereafter hold, store, use, operate, manage, maintain and control, make repairs, replacements, alterations, additions and improvements to and exercise all rights and powers of the Mortgagor in respect of the Fixtures or any part thereof; if the Mortgagee demands or attempts to take possession of the Fixtures in the exercise of any rights hereunder, the Mortgagor shall promptly turn over and deliver complete possession thereof to the Mortgagee; (2) without notice to or demand upon the Pledgor Mortgagor, make such payments and do such acts as herein before providedthe Mortgagee may deem necessary to protect its security interest in the Fixtures, including, without limitation, paying, purchasing, contesting or compromising any encumbrance or Lien that is prior to or superior to the Senior Note Trustee need give security interest granted hereunder, and in exercising any such powers or authority paying all expenses incurred in connection therewith; (3) require the Pledgor only Mortgagor to assemble the Fixtures or any portion thereof, at a place designated by the Mortgagee and reasonably convenient to both parties, and promptly to deliver the Fixtures to the Mortgagee, or an agent or representative designated by it; the Mortgagee, and its agents and representatives, shall have the right to enter upon the premises and property of the Mortgagor to exercise the Mortgagee’s rights hereunder; and (4) sell, lease or otherwise dispose of the Fixtures, with or without having the Fixtures at the place of sale, and upon such notice of disposition terms and in such manner as shall the Mortgagee may determine (and the Mortgagee or any Lender may be reasonably practicable in view of a purchaser at any such mandatory requirements of lawsale).

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys this Mortgage may, subject to obtaining all applicable Approvalsthe maximum extent permitted by law, (i) be enforced, and the Mortgagee may exercise any right, power or all of its rights and remedies remedy permitted to it hereunder, under the Senior Note Indenture Credit Agreement or under any of the other Loan Instruments or by law, and, without limiting the generality of the foregoing, the Mortgagee may, personally or by its agents, to the maximum extent permitted by law: (i) enter into and take possession of the Mortgage Estate or any other instrument part thereof, exclude the Mortgagor and all persons claiming under the Mortgagor whose claims are junior to this Mortgage, wholly or agreement securingpartly therefrom, evidencing or relating to and use, operate, manage and control the Indenture Obligations or under applicable laws (including all same either in the name of the rights Mortgagor or otherwise as the Mortgagee shall deem best, and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole orupon such entry, from time to timetime at the expense of the Mortgagor and the Mortgage Estate, make all such repairs, replacements, alterations, additions or improvements to the Mortgage Estate or any part thereof as the Mortgagee may deem proper and, whether or not the Mortgagee has so entered and taken possession of the Pledged Collateral at public Mortgage Estate or private sale or salesany part thereof, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, collect and for such price or prices receive all Rents and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause apply the same to the payment of all expenses that the Mortgagee may be adjourned from time authorized to time by announcement at make under this Mortgage, the time and place fixed for sale, and such sale may, without further notice, remainder to be made at applied to the time and place to which payment of the Obligations until the same was so adjourned. In case sale of all shall have been repaid in full; if the Mortgagee demands or any part attempts to take possession of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral Mortgage Estate or any portion thereof pursuant to judgment or decree in the exercise of a court or courts having competent jurisdiction. If under mandatory requirements of applicable lawany rights hereunder, the Senior Note Trustee Mortgagor shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice promptly turn over and deliver complete possession thereof to the Pledgor as herein before providedMortgagee; and Mortgage (ii) personally or by agents, with or without entry, if the Senior Note Trustee need give the Pledgor only such notice of disposition as Mortgagee shall be reasonably practicable in view of such mandatory requirements of law.deem it advisable:

Remedies Generally. If After an Event of Default shall have has occurred and be continuingis continuing (and has not been rescinded, the Senior Note Trustee itself cured or waived), in addition to, and not by its agents or attorneys mayway of limitation of, subject to obtaining all applicable Approvals, (i) exercise any or all of its rights and remedies hereunder, under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations right which Secured Party may have hereunder or under applicable laws law or otherwise: (including a) Secured Party shall have all of the rights and remedies of a secured creditor party under the Uniform Commercial Code then Code, including without limitation, the right and power to sell, or otherwise dispose of, any personal property constituting Collateral, wherever situated, and remove the same without being deemed guilty of trespass and without liability for damages thereby occasioned, or, at its option and upon its demand, to cause Lessee to assemble any Collateral and make it available at the place and time designated in effect in such demand. Secured Party without notice to or demand upon Lessee, may make such payments and do such acts as Secured Party deems necessary to protect the State of New York; lien and security interest hereof (including without limitation paying, purchasing, contesting or compromising any encumbrance, charge or lien which is prior to or superior to the "NUCC"lien and security interest granted hereunder), and in exercising any such powers or authority may pay all expenses incurred in connection therewith, and shall be entitled to hold, maintain, preserve and prepare any Collateral for sale, and may render such Collateral unusable and dispose of it on any premises. Notice of any sale or other disposition of any Collateral shall be given to Lessee by notice via certified mail at Lessee's address for notice under this Collateral and Security Agreement at least ten days before the time of the sale or disposition. (b) Secured Party may, with or without entry, personally or by its agents or attorneys, insofar as applicable: (i) sell the Collateral and all estate, right, title and interest, claim and demand therein, and any right of redemption thereof, at one or more sales as an entirety or in parcels, and at such times and places and after such notices thereof as may be required or permitted by law at private sale or at a public auction to the highest bidder for cash, in lawful money of the United States, payable at the time of such private or public sale; (ii) retain apply to any court of competent jurisdiction for the Pledged appointment of a receiver or receivers for Collateral or any portion thereof, and of all the rents thereof, and Lessee hereby consents to such appointment; or (iii) selltake such steps to protect and enforce its rights, assignwhether by action, transfersuit or proceeding in equity or at law, for the specific performance of any covenant, condition or agreement in this Collateral and Security Agreement or in any agreements governing, instruments evidencing or documents securing Secured Obligations, or dispose ofin aid of the execution of any power herein or therein granted, endorse or for the enforcement of any other appropriate legal or equitable remedy or otherwise as Secured Party shall elect. (c) Secured Party may file such proofs of claim and deliver other papers or documents as may be deemed necessary or advisable in order to have the whole orclaims of Secured Party allowed in any judicial proceedings relative to Lessee or the creditors, or property, of Lessee. (d) Secured Party may adjourn from time to time, time any part sale by it to be made under or by virtue of this Collateral and Security Agreement by announcement at the Pledged Collateral at public time and place appointed for such sale or private for such adjourned sale or sales; and, except as otherwise provided by any applicable provision of law, without further notice or publication, may make such sale at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, time and for such price or prices and on such other terms that place to which the Senior Note Trustee may deem commercially reasonable same shall be so adjourned. (in its liability for loss or damage). e) Upon consummation the completion of any such salesale or sales made by Secured Party under or by virtue of this Article, the Senior Note Trustee Secured Party shall have the right to assign, transfer, endorse execute and deliver to the accepted purchaser or purchasers thereof a good and sufficient instrument, or good and sufficient instruments, conveying, assigning and transferring all estate, right, title and interest in and to the Pledged Collateral property and rights sold, but without any covenant or warranty, express or implied. The recitals in such instrument of any matters or facts shall be conclusive proof of the truthfulness thereof. Any such sale or sales made under or by virtue of this Article 5 whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgement or decree of foreclosure and sale shall operate to absolutely divest all the estate, right, title, interest, claim and demand whatsoever, whether at law or in equity, of Lessee in and to the properties and rights so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and shall be a perpetual bar both at law and in equity against Lessee and against any and all persons claiming or who may claim the Pledgor hereby waives (same, or any part thereof from, through or under Lessee, and to the full extent permitted by law) law Lessee hereby specifically waives all rights of redemption, stay or appraisal which the Pledgor now it has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice in force. (which the Pledgor agrees shall be deemed f) Lessee on its own behalf and on behalf of its successors and assigns hereby expressly waives all rights to be reasonable notification within the meaning require (i) a marshalling of Section 9-504(3assets by Secured Party or (ii) of the NUCC) of the Senior Note Trustee's intention Secured Party to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof first resort to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral some or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of lawforeclosing upon and selling any other portion thereof.

Remedies Generally. If an Event of a Default shall have occurred and be continuing, this Mortgage may, to the Senior Note Trustee itself maximum extent permitted by law, be enforced, and the Mortgagee may exercise any right, power or remedy permitted to it hereunder, under the Restructuring Agreement or under any of the other Loan Instruments or by law, and, without limiting the generality of the foregoing, the Mortgagee may, personally or by its agents or attorneys mayagents, subject to obtaining all applicable Approvals, the maximum extent permitted by law and upon application to a court of competent jurisdiction: (i) enter into and take possession of the Property or any part thereof, exclude the Mortgagor and all persons claiming under the Mortgagor whose claims are junior to this Mortgage, wholly or partly therefrom, and use, operate, manage and control the same either in the name of the Mortgagor or otherwise as the Mortgagee shall deem best, and upon such entry, from time to time at the expense of the Mortgagor and the Property, make all such repairs, replacements, alterations, additions or improvements to the Property or any part thereof as the Mortgagee may deem proper and, whether or not the Mortgagee has so entered and taken possession of the Property or any part thereof, collect and receive all Rents and apply the same to the payment of all expenses that the Mortgagee may be authorized to make under this Mortgage, the remainder to be applied to the payment of the Obligations until the same shall have been repaid in full; if the Mortgagee demands or attempts to take possession of the Property or any portion thereof in the exercise of any rights hereunder, the Mortgagor shall promptly turn over and deliver complete possession thereof to the Mortgagee; and (ii) personally or by agents, with or without entry, if the Mortgagee shall deem it advisable: (A) proceed to protect and enforce its rights under this Mortgage, by suit for specific performance of any covenant contained herein or in the Loan Instruments or in aid of the execution of any power granted herein or in the Loan Instruments, or for the judicial foreclosure of this Mortgage (as a mortgage or otherwise) and the sale of the Property under the judgment or decree of a court of competent jurisdiction, or for the enforcement of any other right as the Mortgagee shall deem most effectual for such purpose, provided, that in the event of a sale by foreclosure of less than all of the Property, this Mortgage shall continue as a lien on, and security interest in, the remaining portion of the Property; or (B) exercise any or all of its the remedies available to a secured party under the Code, including, without limitation: (i) either personally or by means of a court appointed receiver, take possession of all or any of the Fixtures and exclude therefrom the Mortgagor and all persons claiming under the Mortgagor, and thereafter hold, store, use, operate, manage, maintain and control, make repairs, replacements, alterations, additions and improvements to and exercise all rights and remedies powers of the Mortgagor in respect of the Fixtures or any part thereof; if the Mortgagee demands or attempts to take possession of the Fixtures in the exercise of any rights hereunder, under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating Mortgagor shall promptly turn over and deliver complete possession thereof to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), Mortgagee; (ii) retain without notice to or demand upon the Pledged Collateral Mortgagor, make such payments and do such acts as the Mortgagee may deem necessary to protect its security interest in the Fixtures, including, without limitation, paying, purchasing, contesting or compromising any encumbrance that is prior to or superior to the security interest granted hereunder, and in exercising any such powers or authority paying all expenses incurred in connection therewith; and (iii) sellrequire the Mortgagor to assemble the Fixtures or any portion thereof, assignat a place designated by the Mortgagee and reasonably convenient to both parties, transferand promptly to deliver the Fixtures to the Mortgagee, or dispose of, endorse and deliver an agent or representative designated by it; the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future deliveryMortgagee, and for such price or prices its agents and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such salerepresentatives, the Senior Note Trustee shall have the right to assign, transfer, endorse enter upon the premises and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity Mortgagor to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of lawMortgagee’s rights hereunder.

Remedies Generally. If an Upon the occurrence of any Event of Default, but subject to Section 17.2.2 below, Landlord may, at its option and by written notice to Tenant, terminate this Lease (or, at Landlord’s option and by written notice to Tenant, terminate Tenant’s right of possession without terminating this Lease) (i) as to the Premises and/or (ii) if such Event of Default shall have occurred is a Facility Default, as to any one or more of the Leased Property(ies) (selected in Landlord’s sole discretion and be continuingby written notice to Tenant) to which such Facility Default relates (a termination of this Lease (or, if applicable, a termination of Tenant’s right of possession) as to less than all of the Senior Note Trustee itself Premises as provided in this subsection (ii) is herein referred to as a "Limited Termination Election”) (the Leased Property(ies) as to which Landlord elects to terminate this Lease or by its agents or attorneys may, subject terminate Tenant’s right to obtaining all applicable Approvals, possession as provided in subsection (i) exercise any or subsection (ii) above are herein referred to as “Terminated Lease Properties”). Upon receipt of a termination notice as provided in this Section 17.2, Tenant shall have no right to cure the Event of Default in question, all rights of its rights and remedies hereunder, Tenant under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating this Lease shall cease as to the Indenture Obligations or under applicable laws (including Leased Property(ies) so specified, and, if the Leased Property(ies) so specified is/are less than all of the rights and remedies Premises, the provisions of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part Section 17.9 shall apply. Without limitation of the Pledged Collateral at public or private sale or salesforegoing, at any exchangesif Landlord makes a Limited Termination Election, brokers board or at any the deletion of the Senior Note Trustee's offices or elsewhereapplicable Terminated Lease Properties from this Lease shall be absolutely without limitation of each Tenant’s continuing obligation (on a joint and several basis) for the damages and other amounts owing on account of the Event of Default giving rise to the deletion herefrom of such Terminated Lease Properties and/or the termination of this Lease as to such Terminated Lease Properties. Notwithstanding any Limited Termination Election, for cashTenant shall pay, upon credit or for other propertyas Additional Rent, for immediate or future delivery, and for such price or prices and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation all Litigation Costs as a result of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part Event of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of lawDefault hereunder.

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee Collateral Agent itself or by its agents or attorneys maymay immediately, subject without demand of performance or other demand, presentment, protest, advertisement or notice of any kind to obtaining or upon the Pledgor or any other person (all applicable Approvalsand each of which demands, defenses, advertisements and notices are hereby waived to the full extent permitted by law): (i) exercise any or all of its rights and remedies hereunder, under the Senior Note Indenture Purchase Agreement or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations obligations under the Note Purchase Agreement or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; York (the "NUCCNYUCC")), (ii) retain possession of the Pledged Collateral or (iii) sell, assign, transfer, transfer or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note TrusteeCollateral Agent's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and and, to the extent permitted by applicable law, for such price or prices and on such other terms that as the Senior Note Trustee Collateral Agent may deem commercially reasonable (in its liability for loss or damage)reasonable. Upon consummation of any such sale, the Senior Note Trustee Collateral Agent shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee If any notice of a proposed sale is required by law, the Collateral Agent shall give the Pledgor at least 10 Business Days' (as defined below) written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.Pledgor

Remedies Generally. If an Event of a Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys this Mortgage may, subject to obtaining all applicable Approvalsthe maximum extent permitted by law, (i) be enforced, and the Mortgagee may exercise any right, power or all of its rights and remedies remedy permitted to it hereunder, under the Senior Note Indenture Credit Agreement or under any of the other Loan Instruments or by law, and, without limiting the generality of the foregoing, the Mortgagee may, personally or by its agents, to the maximum extent permitted by law: (i) enter into and take possession of the Mortgage Estate or any other instrument part thereof, exclude the Mortgagor and all persons claiming under the Mortgagor whose claims are junior to this Mortgage, wholly or agreement securingpartly therefrom, evidencing or relating to and use, operate, manage and control the Indenture Obligations or under applicable laws (including all same either in the name of the rights Mortgagor or otherwise as the Mortgagee shall deem best, and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole orupon such entry, from time to timetime at the expense of the Mortgagor and the Mortgage Estate, make all such repairs, replacements, alterations, additions or improvements to the Mortgage Estate or any part thereof as the Mortgagee may deem proper and, whether or not the Mortgagee has so entered and taken possession of the Pledged Collateral at public Mortgage Estate or private sale or salesany part thereof, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, collect and for such price or prices receive all Rents and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause apply the same to the payment of all expenses that the Mortgagee may be adjourned from time authorized to time by announcement at make under this Mortgage, the time and place fixed for sale, and such sale may, without further notice, remainder to be made at applied to the time and place to which payment of the Obligations until the same was so adjourned. In case sale of all shall have been repaid in full; if the Mortgagee demands or any part attempts to take possession of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral Mortgage Estate or any portion thereof pursuant to judgment or decree in the exercise of a court or courts having competent jurisdiction. If under mandatory requirements of applicable lawany rights hereunder, the Senior Note Trustee Mortgagor shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice promptly turn over and deliver complete possession thereof to the Pledgor as herein before providedMortgagee; and (ii) personally or by agents, with or without entry, if the Senior Note Trustee need give the Pledgor only such notice of disposition as Mortgagee shall be reasonably practicable in view of such mandatory requirements of law.deem it advisable:

Remedies Generally. If an Event of Default default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys may, subject to obtaining all applicable Approvals, (i) exercise any or all of its rights and remedies hereunder, under the Senior Note Indenture Indenture, Mortgage or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable applicible laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and for such price or prices and on such other terms that as are satisfactory to the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 3 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning mean- ing of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonablefix. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonablemay, in its sole discretion, determine. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before hereinbefore provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys may, subject to obtaining all applicable Approvals, (i) may exercise any or all of its rights and remedies hereunder, hereunder or under the Senior Note Indenture Indenture, or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCCNYUCC"), (ii) retain possession of the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and and, to the extent permitted by applicable law, for such price or prices and on such other terms that as the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage)reasonable. Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 ten (10) Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCCNYUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonablefix. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonablemay, in its sole discretion, determine. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before hereinbefore provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. The Trustee shall be entitled to xxx for, enforce payment of and receive any and all amounts due from the Authority for principal and interest on the Subordinated Notes, or any other sums due under the Pledged Collateral, with interest on overdue payments of such principal, and interest on overdue installments of interest, to the extent lawful, at the rate or rates set forth in the Subordinated Notes. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys may, subject to obtaining all applicable Approvals, (i) exercise any or all of its rights and remedies hereunder, under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) may retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewheresale, for cash, upon credit or for other property, for immediate or future delivery, and for such price or prices and on such other terms that as are reasonably satisfactory to the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage)Trustee. Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each Any such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the PledgorCompany, and the Pledgor Company hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor Company now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business DaysCompany five (5) days' written notice (which the Pledgor Company agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCCrelevant Uniform Commercial Code) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonablefix. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit or for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral foreclose this Pledge Agreement and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If an a Default in the payment of any Obligations shall have occurred or any Event of Default shall have occurred and be continuingcontinuing or would result therefrom, the Senior Note Trustee itself Holders or by its agents or attorneys may, subject to obtaining all applicable Approvals, (i) may exercise any in respect of the Collateral or all of its rights and remedies hereunder, under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including After Acquired Collateral all of the rights and remedies of set forth herein or otherwise available to a secured creditor party upon Default under any applicable provision of the Uniform Commercial Code then UCC or any other applicable jurisdiction and, in effect conjunction with or in the State of New York; the "NUCC")addition to such rights and remedies, (ii) may themselves or by agents or attorneys retain the Pledged Collateral or (iii) the After Acquired Collateral or sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral or the After Acquired Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewheresale, for cash, upon credit or for other propertyAssets, for immediate or future delivery, and for such price or prices and on such other terms that as are satisfactory to the Senior Note Trustee may deem commercially reasonable Holders (in its their discretion) without liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee Holders shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral or After Acquired Collateral so sold. Each such purchaser at any such sale shall hold the property Assets sold absolutely free from any claim or right on the part of the Pledgorany Company Party, and the Pledgor each Company Party hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor such Company Party now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee Holders shall give the Pledgor at least 10 Business Dayssuch Company Party ten days' written notice (which the Pledgor each Company Party agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCCrelevant UCC) of the Senior Note TrusteeHolder's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee Holders may deem commercially reasonablefix. At any such sale, the Pledged Collateral or After Acquired Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonableHolders may, in their discretion, determine. The Senior Note Trustee Holders shall not be obligated to make any sale of the Pledged Collateral or After Acquired Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral or After Acquired Collateral may have been given. The Senior Note Trustee may Holders may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral or After Acquired Collateral is made on credit or for future delivery, the Pledged Collateral or After Acquired Collateral so sold may be retained by the Senior Note Trustee Holders until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee Holders shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral or After Acquired Collateral so sold and, in case of any such failure, such Pledged Collateral may or After Acquired Collateral be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee Holders may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral foreclose this Security Agreement and sell the Pledged Collateral or After Acquired Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If Any of the Collateral or After Acquired Collateral may be sold, leased or otherwise disposed of, in the condition in which the same existed when taken by the Holders or after any overhaul or repair that the Holders shall determine to be commercially reasonable. If, under mandatory requirements of applicable law, the Senior Note Trustee Holders shall be required to make disposition of the Pledged Collateral or After Acquired Collateral within a period of time that does not permit the giving of notice to the Pledgor a Company Party as herein before providedprovided herein, the Senior Note Trustee Holders need give the Pledgor such Company Party only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If an Event of Default shall have occurred and be continuingoccur, the Senior Note Trustee itself in addition to ------------------ all other rights of Mortgagee as provided herein or by its agents or attorneys law, Mortgagee may, subject to obtaining all applicable Approvalsat its sole election, (i) also exercise any or all of its rights the following rights, remedies and remedies hereunderrecourses: (a) Acceleration: Declare the principal balance on the Note, under the Senior Note Indenture or ------------ accrued interest and any other instrument accrued but unpaid portion of the Indebtedness to be immediately due and payable, without notice, presentment, protest, demand or agreement securingaction of any nature whatsoever (each of which hereby is expressly waived by Mortgagor), evidencing or relating whereupon the same shall become immediately due and payable, time being of the essence in this Mortgage. (b) Termination of License and/or Entry of Mortgaged Property: Demand --------------------------------------------------------- that Mortgagor shall forthwith surrender to Mortgagee actual possession of the Mortgaged Property, and/or terminate the license granted Mortgagor to receive the Rents and, to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and for such price or prices and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) , enter and take possession of all rights of redemptionthe Mortgaged Property without the appointment of a receiver, stay or appraisal which an application therefor, and exclude Mortgagor and its agents and employees wholly therefrom, and have joint access with Mortgagor to the Pledgor now has books, papers and accounts of Mortgagor. If Mortgagor shall for any reason fail to surrender or deliver the Mortgaged Property or any part thereof after such demand by Mortgagee, Mortgagee may at any time in obtain a judgment or decree conferring upon Mortgagee the future have under any rule right to immediate possession or requiring Mortgagor to deliver immediate possession of law the Mortgaged Property to Mortgagee. Mortgagor will pay to Mortgagee, upon demand, all expenses of obtaining such judgment or statute now existing or hereafter enacted. The Senior Note Trustee shall give decree, including compensation to Mortgagee, its attorneys and agents, and all such expenses and compensation shall, until paid, become part of the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees Indebtedness and shall be deemed secured by this Mortgage. Upon every such entering upon (1) undertake all necessary and proper maintenance, repairs, renewals, replacements, additions, betterments and improvements thereto and thereon and purchase or otherwise acquire additional fixtures, personalty and other property, (2) insure or keep the Mortgaged Property insured, (3) manage and operate the Mortgaged Property and exercise all the rights and powers of Mortgagor to the same extent as Mortgagor could in its own name or otherwise act with respect to the same, and (4) enter into any and all agreements with respect to the exercise by others of any of the powers herein granted to Mortgagee, all as Mortgagee from time to time may determine to be reasonable notification within the meaning of Section 9-504(3) in its best interest. Whether or not Mortgagee has obtained possession of the NUCC) Mortgaged Property, upon the termination of Mortgagor's license to receive the Senior Note Trustee's intention Rents, Mortgagee may collect, xxx for and receive all the Rents and other issues, profits and revenues from the Mortgaged Property, including those past due as well as those accruing thereafter. Anything in this Mortgage to make the contrary notwithstanding, subject to the provisions of any such public or private sale. Any such sale shall be held at such time or times attornment and at such place or places as the Senior Note Trustee may deem commercially reasonable. At non-disturbance agreement entered into by and between Mortgagee and any such salelessee, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee Mortgagee shall not be obligated to make any sale discharge or perform the duties of the Pledged Collateral if it shall determine not landlord to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public tenant or private sale lessee or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability as the result of any exercise by Mortgagee of its rights under this Mortgage, and Mortgagee shall be liable to account only for the Rents actually received by Mortgagee. Whether or not Mortgagee takes possession of the Mortgaged Property, Mortgagee may, but shall not be obligated to, make, modify, enforce, cancel or accept surrender of any Lease, remove and evict any lessee, increase or decrease Rents under any Lease, appear in case and defend any action or proceeding purporting to affect the Mortgaged Property, and perform and discharge each and every obligation, covenant and agreement of Mortgagor contained in any Lease. Neither the entering upon and taking possession of the Mortgaged Property, nor the collection of any Rents and the application thereof as aforesaid, shall cure or waive any Event of Default theretofore or thereafter occurring, or affect any notice of an Event of Default hereunder or invalidate any act done pursuant to any such purchaser notice. Mortgagee shall not be liable to Mortgagor, anyone claiming under or purchasers through Mortgagor, or anyone having an interest in the Mortgaged Property by reason of anything done or left undone by Mortgagee hereunder. Nothing contained in this Section shall fail require Mortgagee to take up incur any expense or do any act. If the Rents are not sufficient to meet the costs of taking control of and pay managing the Mortgaged Property and/or collecting the Rents, any funds expended by Mortgagee for such purposes shall become Indebtedness of Mortgagor to Mortgagee secured by this Mortgage. Such amounts, together with interest at the default rate under the Note and attorneys' fees, if applicable, shall be immediately due and payable. Notwithstanding Mortgagee's continuance in possession or receipt and application of Rents, Mortgagee shall be entitled to exercise every right provided for in this Mortgage or by law upon or after the occurrence of an Event of Default. Any of the actions referred to in this Section may be taken by Mortgagee at such time as Mortgagee is so entitled, to the extent permitted by law, without regard to the adequacy of any security for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of lawIndebtedness hereby secured.

Remedies Generally. If an Event of Default shall have occurred and be continuing, then the Senior Note Trustee itself or by its agents or attorneys Pledgee may, subject to obtaining all applicable Approvals, : (i) exercise any or all of its rights and remedies hereunder, hereunder and under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"UCC), ; (ii) retain possession of the Pledged Collateral or Collateral; or (iii) sell, assign, transfer, hire investment advisers at the expense of all Pledgor to sell or dispose of, endorse and deliver in whole or in part, the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchangesexchange, brokers board or at any of the Senior Note TrusteePledgee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and and, to the extent permitted by applicable law, for such price or prices and on such other terms that as the Senior Note Trustee Pledgee may deem and which shall then be deemed for all purposes to be commercially reasonable (in its liability for loss or damage)reasonable. Upon consummation of any such sale, the Senior Note Trustee Pledgee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the such property sold absolutely free from any claim or right on the part of the any Pledgor, and the each Pledgor hereby waives (to the full fullest extent permitted by law) all rights of redemption, stay or appraisal which the that such Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee Pledgee shall give the Pledgor at least 10 Pledgors five (5) Business Days' written notice (which the Pledgor agrees Pledgors agree shall be deemed to be reasonable notification within the meaning of Section 9-504(3the applicable provisions of the UCC) of the NUCC) of the Senior Note TrusteePledgee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee Pledgee may deem commercially reasonablefix. At any such sale, the Pledged CollateralCollateral or any portion thereof, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonablePledgee may, in its sole discretion, determine. The Senior Note Trustee Pledgee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of such sale of the Pledged Collateral may have been given. The Senior Note Trustee may Pledgee may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case the sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee Pledgee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee Pledgee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee Pledgee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee Pledgee shall be required by law to make disposition dispose of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor Pledgors as herein before provided, the Senior Note Trustee Pledgee need give the Pledgor Pledgors only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee Collateral Agent itself or by its agents or attorneys may, subject to obtaining all applicable Approvals, (i) may exercise any or all of its rights and remedies hereunder, hereunder or under the Senior Note Indenture Indenture, or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations Obligations, the Notes or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code UCC then in effect in the State of New York; , the "NUCCUCC"), (ii) retain possession of the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note TrusteeCollateral Agent's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and and, to the extent permitted by applicable law, for such price or prices and on such other terms that as the Senior Note Trustee Collateral Agent may deem commercially reasonable (in its liability for loss or damage)reasonable. Upon consummation of any such sale, the Senior Note Trustee Collateral Agent shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee Collateral Agent shall give the Pledgor at least 10 Business Daysten (10) days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCCUCC) in accordance with Section 19 of the Senior Note TrusteeCollateral Agent's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee Collateral Agent may deem commercially reasonablefix. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonableCollateral Agent may, in its sole discretion, determine. The Senior Note Trustee Collateral Agent shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may Collateral Agent may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee Collateral Agent until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee Collateral Agent shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee Collateral Agent may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee Collateral Agent shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before hereinbefore provided, the Senior Note Trustee Collateral Agent need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee itself or by its agents or attorneys may, subject to obtaining all applicable Approvals, may (i) exercise any or all of its rights and remedies hereunder, under the Senior Note Indenture Indenture, the Security Agreement or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; (the "NUCCNYUCC"), (ii) retain possession of the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and and, to the extent permitted by applicable law, for such price or prices and on such other terms that as the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage)reasonable. Upon consummation of any such sale, the Senior Note Trustee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 ten (10) Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCCNYUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonablefix. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonablemay, in its sole discretion, determine. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.thereof

Remedies Generally. If (a) Mention of this Lease of any particular remedy of the Landlord in respect of the default by the Tenant does not preclude the Landlord from any other remedy in respect thereof, whether available at law or in equity or by statute or expressly provided for in this Lease. No remedy shall be exclusive or dependent upon any other remedy, and the Landlord may from time to time exercise any one or more of such remedies independently or in combination, such remedies being cumulative and not alternative. (b) Upon the occurrence of an Event of Default shall have occurred and be continuingunder Section 11.01 hereof, the Senior Note Trustee itself Landlord shall thereupon have the right (“Such Right”), in addition to any other right or by its agents remedy the Landlord may have under this Lease, and notwithstanding any other provision of this Lease to the contrary, immediately to terminate the supply to the Leased Premises of any benefit or attorneys mayservice (including, subject to obtaining all applicable Approvalswithout limitation, (i) exercise any or all of its rights and remedies hereunder, under the Senior Note Indenture elevator service or any other instrument means of ingress to or agreement securing, evidencing egress from the Leased Premises) or relating to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note Trustee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future deliveryUtilities then being supplied by the Landlord to the Leased Premises. The exercise by the Landlord of Such Right shall not constitute, and for such price shall be deemed not to constitute, a termination by the Landlord of this Lease or prices and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation a breach of any such salecovenant by the Landlord under this Lease, and the Senior Note Trustee Landlord shall have the right to assign, transfer, endorse and deliver not be liable to the purchaser Tenant for any Claims or purchasers thereof injury resulting from the Pledged Collateral so sold. Each such purchaser at any such sale shall hold exercise by the property sold absolutely free from any claim Landlord of Such Right. (c) Whenever the Tenant seeks a remedy in order to enforce the observance or right performance of one of the terms, covenants and conditions contained in this Lease on the part of the PledgorLandlord to be observed or performed, the Tenant’s only remedy shall be for such damages as the Tenant shall be able to prove in a court of competent jurisdiction that it has suffered as a result of a breach (if established) by the Landlord in the observance and performance of any of the terms, covenants and conditions contained in this Lease on the part of the Landlord to be observed or performed, except that where this Lease provides that the Landlord’s consent or approval is not to be unreasonably withheld, the Tenant’s sole remedy if the Landlord unreasonably withholds consent or approval, shall be an action for specific performance and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee shall give the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee Landlord shall not be obligated to make liable for any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of lawdamages.

Remedies Generally. If an Event Mention in this lease of Default any particular right or remedy of the Landlord in respect of the default by the Tenant shall have occurred and be continuingnot preclude the Landlord from any other right or remedy in respect thereof, the Senior Note Trustee itself whether available at law or in equity or by its agents statute or attorneys mayexpressly provided for in this lease. No right or remedy shall be exclusive or dependent upon any one or more of such rights or remedies independently or in combination, subject such rights or remedies being cumulative and not alternative. Whenever the Tenant seeks a remedy in order to obtaining all applicable Approvals, (i) exercise enforce the observance or performance of any or all of its rights and remedies hereunder, under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including all of the rights terms, covenants and remedies of a secured creditor under conditions contained in this lease on the Uniform Commercial Code then in effect in the State of New York; the "NUCC"), (ii) retain the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public Landlord to be observed or private sale or salesperformed, at any exchangesthe Tenant's only remedy (except where another remedy is expressly provided herein, brokers board or at in which event the Tenant shall be restricted to that remedy) shall be for such damages as the Tenant shall be able to prove in a court of competent jurisdiction that the Tenant has suffered as a result of a breach (if established) by the Landlord in the observance and performance of any of the Senior Note Trusteeterms, covenants and conditions contained in this lease on the part of the Landlord to be observed and performed. The parties hereby waive trial by jury in any action, proceeding or counterclaim brought by either party against the other on any matter whatsoever arising out of or in any way connected with this lease, the relationship of the Landlord and the Tenant created hereby, the Tenant's offices use or elsewhereoccupancy of the Lands or any claim for any injury. In the event the Landlord commences any action or proceeding for non-payment of rent, for cash, upon credit or for other property, for immediate or future delivery, and for such price or prices and on such other terms that the Senior Note Trustee may deem commercially reasonable (in its liability for loss or damage). Upon consummation Tenant agrees not to interpose any counterclaim of any nature or description in any such saleaction or proceeding. In the event of any breach or threatened breach by the Tenant of any of the terms and provisions of this lease, the Senior Note Trustee Landlord shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each injunctive relief as if no other remedies were provided herein for such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enactedbreach. The Senior Note Trustee Tenant hereby expressly waives any right to assert a defence based on merger and agrees that neither the commencement of any action or proceeding, nor the settlement thereof, nor the entry of judgment therein shall give bar the Pledgor at least 10 Business Days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCC) of the Senior Note Trustee's intention to make Landlord from bringing any such public subsequent action or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee may deem commercially reasonable. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonable. The Senior Note Trustee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may adjourn any public or private sale or cause the same to be adjourned proceeding from time to time time. If the Tenant shall default hereunder prior to the date fixed as the commencement of any renewal or extension of this lease, whether by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all a renewal or any part of the Pledged Collateral is made on credit for future deliveryextension option herein contained or by separate agreement, the Pledged Collateral so sold Landlord may be retained by the Senior Note Trustee until the sale price is paid by the purchaser cancel such option or purchasers thereofagreement for renewal or extension of this lease, but the Senior Note Trustee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvals. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of written notice to the Pledgor as herein before provided, the Senior Note Trustee need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of lawTenant.

Remedies Generally. If an Event of Default shall have occurred and be continuing, the Senior Note Trustee Collateral Agent itself or by its agents or attorneys may, subject to obtaining all applicable Approvals, (i) may exercise any or all of its rights and remedies hereunder, hereunder or under the Senior Note Indenture Indenture, or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations Obligations, the Notes or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in the State of New York; , the "NUCCUCC"), (ii) retain possession of the Pledged Collateral or (iii) sell, assign, transfer, or dispose of, endorse and deliver the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchanges, brokers board or at any of the Senior Note TrusteeCollateral Agent's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and and, to the extent permitted by applicable law, for such price or prices and on such other terms that as the Senior Note Trustee Collateral Agent may deem commercially reasonable (in its liability for loss or damage)reasonable. Upon consummation of any such sale, the Senior Note Trustee Collateral Agent shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely free from any claim or right on the part of the Pledgor, and the Pledgor hereby waives (to the full extent permitted by law) all rights of redemption, stay or appraisal which the Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee Collateral Agent shall give the Pledgor at least 10 Business Daysten (10) days' written notice (which the Pledgor agrees shall be deemed to be reasonable notification within the meaning of Section 9-504(3) of the NUCCUCC) in accordance with Section 19 of the Senior Note TrusteeCollateral Agent's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee Collateral Agent may deem commercially reasonablefix. At any such sale, the Pledged Collateral, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonableCollateral Agent may, in its sole discretion, determine. The Senior Note Trustee Collateral Agent shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of sale of the Pledged Collateral may have been given. The Senior Note Trustee may Collateral Agent may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee Collateral Agent until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee Collateral Agent shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee Collateral Agent may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee Collateral Agent shall be required to make disposition of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor as herein before hereinbefore provided, the Senior Note Trustee Collateral Agent need give the Pledgor only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements of law.

Remedies Generally. If an Event of Default shall have occurred and be continuing, then the Senior Note Trustee itself or by its agents or attorneys Pledgee may, subject to obtaining all applicable Approvals, : (i) exercise any or all of its rights and remedies hereunder, hereunder and under the Senior Note Indenture or any other instrument or agreement securing, evidencing or relating to the Indenture Obligations or under applicable laws (including all of the rights and remedies of a secured creditor under the Uniform Commercial Code then in effect in UCC and the State of New York; the "NUCC"PPSA), ; (ii) retain possession of the Pledged Collateral or Collateral; (iii) sell, assign, transfer, or hire investment advisers at the expense of the Pledgors to sell or dispose of, endorse and deliver in whole or in part, the whole or, from time to time, any part of the Pledged Collateral at public or private sale or sales, at any exchangesexchange, brokers board or at any of the Senior Note TrusteePledgee's offices or elsewhere, for cash, upon credit or for other property, for immediate or future delivery, and and, to the extent permitted by applicable law, for such price or prices and on such other terms that as the Senior Note Trustee Pledgee may deem and which shall then be deemed for all purposes to be commercially reasonable (in its liability for loss or damage)reasonable. Upon consummation of any such sale, the Senior Note Trustee Pledgee shall have the right to assign, transfer, endorse and deliver to the purchaser or purchasers thereof the Pledged Collateral so sold. Each such purchaser at any such sale shall hold the such property sold absolutely free from any claim or right on the part of the any Pledgor, and the each Pledgor hereby waives (to the full fullest extent permitted by law) all rights of redemption, stay or appraisal which the that such Pledgor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Senior Note Trustee Pledgee shall give the Pledgor at least 10 Pledgors five (5) Business Days' written notice (which the Pledgor agrees Pledgors agree shall be deemed to be reasonable notification within the meaning of Section 9-504(3) the applicable provisions of the NUCC) UCC), or such other notice, if any, as is required by the PPSA, of the Senior Note TrusteePledgee's intention to make any such public or private sale. Any such sale shall be held at such time or times and at such place or places as the Senior Note Trustee Pledgee may deem commercially reasonablefix. At any such sale, the Pledged CollateralCollateral or any portion thereof, or portion thereof to be sold, may be sold as an entirety or in separate portions, as the Senior Note Trustee may deem commercially reasonablePledgee may, in its sole discretion, determine. The Senior Note Trustee Pledgee shall not be obligated to make any sale of the Pledged Collateral if it shall determine not to do so, regardless of the fact that notice of such sale of the Pledged Collateral may have been given. The Senior Note Trustee may Pledgee may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case the sale of all or any part of the Pledged Collateral is made on credit for future delivery, the Pledged Collateral so sold may be retained by the Senior Note Trustee Pledgee until the sale price is paid by the purchaser or purchasers thereof, but the Senior Note Trustee Pledgee shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Pledged Collateral so sold and, in case of any such failure, such Pledged Collateral may be sold again upon like notice and upon receipt of all applicable Approvalsnotice. As an alternative to exercising the power of sale herein conferred upon it, the Senior Note Trustee Pledgee may proceed by suit or suits at law or in equity to exercise its remedies regarding the Pledged Collateral and sell the Pledged Collateral or any portion thereof pursuant to judgment or decree of a court or courts having competent jurisdiction. If under mandatory requirements of applicable law, the Senior Note Trustee Pledgee shall be required by law to make disposition dispose of the Pledged Collateral within a period of time that does not permit the giving of notice to the Pledgor Pledgors as herein before provided, the Senior Note Trustee Pledgee need give the Pledgor Pledgors only such notice of disposition as shall be reasonably practicable in view of such mandatory requirements law; or (iv) where permitted by law, take proceedings in any court of lawcompetent jurisdiction for the appointment of a receiver (which term shall include a receiver and manager) of the Collateral or by appointment in writing appoint any person to be a receiver of the Collateral and remove any receiver so appointed by the Pledgee and appoint another in his stead; and any such receiver appointed by instrument in writing shall, to the extent permitted by applicable law or to such lesser extent permitted, have all of the rights, benefits and powers of the Pledgee hereunder or under the PPSA or otherwise and without limitation have power (w) to take possession of the Collateral, (x) to carry on all or any part or parts of the business of the Pledgors, (y) to borrow money required for the seizure, retaking, repossession, holding, insuring, repairing, processing, maintaining, protecting, preserving, preparing for disposition, disposition of the Collateral or for any other enforcement of this Agreement or for the carrying on of the business of the Pledgors on the security of the Collateral in priority to the security interest created under this Agreement, and (z) to sell, lease or otherwise dispose of the whole or any part of the Collateral at public auction, by public tender or by private sale, lease or other disposition either for cash or upon credit, at such time and upon such terms and conditions as the receiver may determine; provided that if any such disposition involves deferred payment the Pledgee will not be accountable for and the Pledgors will not be entitled to be credited with the proceeds of any such disposition until the monies therefor are actually received; and further provided that any such receiver shall be deemed the agent of the Pledgors and the Pledgee shall not be in any way responsible for any misconduct or negligence of any such receiver.