Common use of Remedies of Bank Clause in Contracts

Remedies of Bank. (a) After the occurrence of an Event of Default, Bank shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of the Obligor, anything in any other agreement to the contrary notwithstanding. (b) After the occurrence of an Event of Default, other than an Event of Default referred to in clause (it) of the second sentence of Section 4, Bank may declare by notice to the Obligor, any and all Obligations to be immediately due and payable and in the case of any Event of Default referred to in clause (tt) of the second sentence of Section 4 all of the Obligations shall automatically be and become due and payable in either case without presentment, demand, protest or notice of any kind, all of which are hereby waived by the Obligor, anything in any other agreement to the contrary notwithstanding. (c) After the occurrence of an Event of Default, Bank may, without notice to or demand (other than any notice required by law, the giving of which is not waivable), upon the Obligor (all of which are hereby waived by the Obligor), without releasing the Obligor from any obligation under this Agreement or any other instruments or agreements with Bank and without waiving any rights Bank may have or impairing any declaration of default or election to cause the Collateral to be sold or any sale proceeding predicated on they same; (i) demand, collect or receive upon all or any part of the Collateral and assemble or require the Obligor, at the Obligor's expense, to assemble all or any part of the Collateral and, if Bank so requests, the Obligor shall assemble the Collateral and make it available to Bank at a place to be designated by Bank; (ii) without notice, demand or other process and without charge enter any of the Obligor's premises and without breach of peace until Bank completes the enforcement of its rights in the Collateral, take possession of such premises or place custodians in exclusive control thereof, remain on such premises and use the same and any of the Obligor's equipment for the purpose of completing any work-in-process, preparing any Collateral for disposition and disposing of or collecting any Collateral, and in exercise of its rights under this Agreement, without payment of compensation of any kind, use any and all trademarks, trade styles, trade names, patents, patent applications, licenses, franchises and the like to the extent of the Obligor's rights therein and the Obligor hereby grants a license and the right to grant sublicenses for that purpose; (iii) in such manner and to such extent as Bank may deem necessary to protect the Collateral or the interests, rights, powers or duties of Bank, enter into and upon any premises of the Obligor and take and hold possession of all or any part of the Collateral (the Obligor hereby waiving and releasing any claim for damages in respect of such taking) and exclude the Obligor and all other Persons from the Collateral, operate and manage the Collateral and rent and lease the same, perform such reasonable acts of repair or protection as may be reasonably necessary or proper to conserve the value of the Collateral, collect any and all income, rents, issues, profits and proceeds from the Collateral, the same being hereby assigned and transferred to Bank, and from time to time apply or accumulate such income, rents, issues, profits and proceeds in such order and manner as Bank, in its sole discretion, shall instruct, it being understood that the collection or receipt of income, rents, issues, profits or proceeds from the Collateral after declaration of default and election to cause the Collateral to be sold under and pursuant to the terms of this Agreement shall not affect or impair any event of default or declaration of default under any agreement or instrument between the Obligor and Bank or election to cause any Collateral to be sold or any sale proceedings predicated on the same, but such proceedings may be conducted and sale effected notwithstanding the collection or receipt of any such income, rents, issues, profits and proceeds; (iv) take control of any and all of the Accounts, contractual or other rights that are included in the Collateral and Proceeds arising from any such Accounts or contractual or other rights, enforce collection, either in the name of Bank or in the name of the Obligor, of any or all of the Accounts, release or exchange all or any part of such Collateral or compromise, settle, extend or renew (whether or not longer than the original period) any indebtedness under such Collateral; (v) sell all or any part of the Collateral at public or private sale at such place or places and at such time or times and in such manner and upon such terms, whether for cash or credit, a Bank in its sole discretion may determine; (vi) endorse in the name of Obligor any Instrument, however received by Bank, representing Collateral or Proceeds of any of the Collateral; (vii) require the Obligor to turn over, or instruct the financial institutions holding the same to turn over, all monies and investments in any of Obligor's accounts to Bank; and (viii) exercise all the rights and remedies granted to a secured party under the New York Uniform Commercial Code and all other rights and remedies given to Bank under this Agreement or any other instrument or agreement or otherwise available at law or in equity. Bank shall be under no obligation to make any of the payments or do any of the acts referred to in this Section 5 or elsewhere in this Agreement and any of the actions referred to in this Section 5 or elsewhere in this Agreement may be taken regardless of whether any notice of default or election to sell has been given under this Agreement (provided, however, that all notices required by law, the giving of which may not be waived, shall be given in accordance with such law) without regard to the adequacy of the security for the Obligations. (d) The Obligor hereby waives notice of the sale of any Collateral by Bank pursuant to any provision of this Agreement or any applicable provisions of the Uniform Commercial Code or other applicable law. In the event that notice of the sale of Collateral cannot be waived or Bank gives notice of such sale to the Obligor, Bank will give the Obligor notice of the time and place of any public sale of the Collateral or of the time after which any private sale or any other intended disposition thereto is to be made by sending notice, as provided below, at least five days before the time of the sale or disposition, which provisions for notice the Obligor and Bank agree are reasonable. No such notice need be given by Bank with respect to Collateral which is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market. (e) Bank may apply the net proceeds of any sale, lease or other disposition of Collateral, after deducting all costs and expenses of every kind incurred thereon or incidental to the retaking, holding, preparing for sale, selling, leasing, or the like of the Collateral or in any way relating to the rights of Bank thereunder, including attorneys' fees and expenses hereinafter provided for, to the payment, in whole or in part, in such order as Bank may elect, of one or more of the Obligations, whether due or not due, absolute or contingent, making proper rebate for interest or discount on items not then due, and only after so applying such net proceeds and after the payment by Bank of any other amounts required by any existing or future provision of law (including Section 9-504(1)(c) of the Uniform Commercial Code of any jurisdiction in which any of the Collateral may at the time be located) need Bank account for the surplus, if any. The Obligor shall remain liable to Bank for the payment of any deficiency, with interest at the default rate provided for in the instruments, if any, evidencing the Obligations, but if there is no such instrument with respect to any Obligation or no default rate is specified therein, at a variable rate equal to 4% above the Bank's reference lending rate applicable to domestic commercial loans as established by Bank from time to time, but in no event shall such rate exceed the maximum rate allowed by law. Bank may make loans to its customers above, at or below its reference rate. (f) Whether or not an Event of Default shall have occurred, Bank may sell all or any part of the Collateral, although the Obligations may be contingent or unmatured, whenever in its discretion Bank considers such sale necessary for its protection. Any such sale may be made without prior demand for payment on account, margin or additional margin or any other demands whatsoever, the making of any such demands shall not establish a course of conduct nor constitute a waiver of the right of Bank to sell the Collateral as herein provided or of the right of Bank to accelerate the maturity of the Obligations as herein provided.

Remedies of Bank. (a) After the occurrence of an Event of Default, Bank shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of the ObligorOwner or Customer, anything in any other agreement to the contrary notwithstanding. (b) After the occurrence of an Event of Default, other than an Event of Default referred to in clause (ittt) of the second sentence of Section 45, Bank may declare by notice to the ObligorOwner, any and all Obligations of Owner to be immediately due and payable and in the case of any Event of Default referred to in clause (tt) of the second sentence of Section 4 5 all of the Obligations shall automatically be and become due and payable payable, in either case without presentment, demand, protest or notice of any kind, all of which are hereby waived by the ObligorOwner, anything in any other agreement to the contrary notwithstanding, Bank may at any time exercise whatever rights it may have to accelerate the maturity of any Obligations of Customer. (c) After the occurrence of an Event of Default, Bank may, without notice to or demand (other than any notice required by law, the giving of which is not waivable), upon the Obligor Owner (all of which are hereby waived by the ObligorOwner), without releasing the Obligor Owner from any obligation under this Agreement or any other instruments or agreements with Bank and without waiving any rights Bank may have or impairing any declaration of default or election to cause the Collateral to be sold or any sale proceeding predicated on they the same; : (i) demand, collect or receive upon all or any part of the Collateral and assemble or require the ObligorOwner, at the ObligorOwner's expense, to assemble all or any part of the Collateral and, if Bank so requests, the Obligor Owner shall assemble the Collateral and make it available to Bank at a place to be designated by Bank; (ii) without notice, demand or other process and without charge enter any of the ObligorOwner's premises and without breach of peace until Bank completes the enforcement of its rights in the Collateral, take possession of such premises or place custodians in exclusive control thereof, remain on such premises and use the same and any of the ObligorOwner's equipment for the purpose of completing any work-in-in process, preparing any Collateral for disposition and disposing of or collecting any Collateral, and in exercise of its rights under this Agreement, without payment of compensation of any kind, use any and all trademarks, trade styles, trade names, patents, patent applications, licenses, franchises and the like to the extent of the ObligorOwner's rights therein and the Obligor Owner hereby grants a license and the right to grant sublicenses for that purpose; (iii) in such manner and to such extent as Bank may deem necessary to protect the Collateral or the interests, rights, powers or duties of Bank, enter into and upon any premises of the Obligor Owner and take and hold possession of all or any part of the Collateral (the Obligor Owner hereby waiving and releasing any claim for damages in respect of such taking) and exclude the Obligor Owner and all other Persons from the Collateral, operate and manage the Collateral and rent and lease the same, perform such reasonable acts of repair or protection as may be reasonably necessary or proper to conserve the value of the Collateral, collect any and all income, rents, issues, profits and proceeds from the Collateral, the same being hereby assigned and transferred to Bank, and from time to time apply or accumulate such income, rents, issues, profits and proceeds in such order and manner as Bank, in its sole discretion, shall instruct, it being understood that the collection or receipt of income, rents, issues, profits or proceeds from the Collateral after declaration of default and election to cause the Collateral to be sold under and pursuant to the terms of this Agreement shall not affect or impair any event of default or declaration of default under any agreement or instrument between the Obligor Owner and Bank or Customer and Bank or election to cause any Collateral to be sold or any sale proceedings predicated on the same, but such proceedings may be conducted and sale effected notwithstanding the collection or receipt of any such income, rents, issues, profits and proceeds; (iv) deliver a notice of exclusive control under any Control Agreement specifying that Bank has the exclusive right to give Entitlement Orders with respect to the Investment Property covered by such Control Agreement; (v) take control of any and all of the Accounts, contractual or other rights that are included in the Collateral and Proceeds arising from any such Accounts or contractual or other rights, enforce collection, either in the name of Bank or in the name of the ObligorOwner, of any or all of the Accounts, contractual and other rights that are included in the Collateral and Proceeds by suit or other otherwise, receive, receipt for, surrender, release or exchange all or any part of such Collateral or compromise, settle, extend or renew (whether or not longer than the original period) any indebtedness under such Collateral; (vvi) sell all or any part of the Collateral at public or private sale at such place or places and at such time or times and in such manner and upon such terms, whether for cash or credit, a as Bank in its sole discretion may determine; (vivii) endorse in the name of Obligor the Owner any Instrument, however received by Bank, representing Collateral or Proceeds of any of the Collateral; (viiviii) require the Obligor Owner to turn over, or instruct the financial institutions holding the same to turn over, all monies and investments in any of ObligorOwner's accounts to Bank; and (viii) exercise all the rights and remedies granted to a secured party under the New York Uniform Commercial Code and all other rights and remedies given to Bank under this Agreement or any other instrument or agreement or otherwise available at law or in equity. Bank shall be under no obligation to make any of the payments or do any of the acts referred to in this Section 5 or elsewhere in this Agreement and any of the actions referred to in this Section 5 or elsewhere in this Agreement may be taken regardless of whether any notice of default or election to sell has been given under this Agreement (provided, however, that all notices required by law, the giving of which may not be waived, shall be given in accordance with such law) without regard to the adequacy of the security for the Obligations. (d) The Obligor hereby waives notice of the sale of any Collateral by Bank pursuant to any provision of this Agreement or any applicable provisions of the Uniform Commercial Code or other applicable law. In the event that notice of the sale of Collateral cannot be waived or Bank gives notice of such sale to the Obligor, Bank will give the Obligor notice of the time and place of any public sale of the Collateral or of the time after which any private sale or any other intended disposition thereto is to be made by sending notice, as provided below, at least five days before the time of the sale or disposition, which provisions for notice the Obligor and Bank agree are reasonable. No such notice need be given by Bank with respect to Collateral which is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market. (e) Bank may apply the net proceeds of any sale, lease or other disposition of Collateral, after deducting all costs and expenses of every kind incurred thereon or incidental to the retaking, holding, preparing for sale, selling, leasing, or the like of the Collateral or in any way relating to the rights of Bank thereunder, including attorneys' fees and expenses hereinafter provided for, to the payment, in whole or in part, in such order as Bank may elect, of one or more of the Obligations, whether due or not due, absolute or contingent, making proper rebate for interest or discount on items not then due, and only after so applying such net proceeds and after the payment by Bank of any other amounts required by any existing or future provision of law (including Section 9-504(1)(c) of the Uniform Commercial Code of any jurisdiction in which any of the Collateral may at the time be located) need Bank account for the surplus, if any. The Obligor shall remain liable to Bank for the payment of any deficiency, with interest at the default rate provided for in the instruments, if any, evidencing the Obligations, but if there is no such instrument with respect to any Obligation or no default rate is specified therein, at a variable rate equal to 4% above the Bank's reference lending rate applicable to domestic commercial loans as established by Bank from time to time, but in no event shall such rate exceed the maximum rate allowed by law. Bank may make loans to its customers above, at or below its reference rate. (f) Whether or not an Event of Default shall have occurred, Bank may sell all or any part of the Collateral, although the Obligations may be contingent or unmatured, whenever in its discretion Bank considers such sale necessary for its protection. Any such sale may be made without prior demand for payment on account, margin or additional margin or any other demands whatsoever, the making of any such demands shall not establish a course of conduct nor constitute a waiver of the right of Bank to sell the Collateral as herein provided or of the right of Bank to accelerate the maturity of the Obligations as herein provided.and

Remedies of Bank. Upon either (a) After the occurrence of an Event of a Default, Bank shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of the Obligor, anything in any other agreement to the contrary notwithstanding. (b) After the occurrence of an Event of Default, other than an Event of Default referred to in clause (it) of the second sentence of Section 4demand by Bank, Bank may declare by at any time thereafter at Bank’s option without demand or notice to any Obligor accelerate the Obligor, maturity of any and or all Obligations; whereupon such accelerated Obligations to shall be immediately due and payable and in payable; provided, however, if the case of Default is based upon a bankruptcy or insolvency proceeding commenced by or against any Event of Default referred to in clause (tt) of the second sentence of Section 4 Obligor, all of the Obligations shall automatically and immediately be and become due and payable in either case payable, and Bank may also and without presentment, demand, protest demand or notice as to any Obligor exercise its right of set off and any kindother rights or remedies granted in any of the Loan Documents or under applicable law against any Obligor, all of which are hereby waived remedies shall be cumulative. No delay or failure by the Obligor, anything Bank in exercising any other agreement to the contrary notwithstanding. (c) After the occurrence of an Event of Default, Bank may, without notice to or demand (other than any notice required by law, the giving of which is not waivable), upon the Obligor (all of which are hereby waived by the Obligor), without releasing the Obligor from any obligation under this Agreement or any other instruments or agreements with Bank and without waiving any rights Bank may have or impairing any declaration of default or election to cause the Collateral to be sold or any sale proceeding predicated on they same; (i) demand, collect or receive upon all or any part of the Collateral and assemble or require the Obligor, at the Obligor's expense, to assemble all or any part of the Collateral and, if Bank so requests, the Obligor shall assemble the Collateral and make it available to Bank at a place to be designated by Bank; (ii) without notice, demand or other process and without charge enter any of the Obligor's premises and without breach of peace until Bank completes the enforcement of its rights in the Collateral, take possession of such premises or place custodians in exclusive control remedies hereunder shall operate as a waiver thereof, remain on such premises and use the same and nor shall any of the Obligor's equipment for the purpose of completing any work-in-process, preparing any Collateral for disposition and disposing of single or collecting any Collateral, and in partial exercise of its rights under this Agreement, without payment of compensation any right or remedy hereunder preclude any other or future exercise of any kind, use any and all trademarks, trade styles, trade names, patents, patent applications, licenses, franchises and the like to the extent of the Obligor's rights therein and the Obligor hereby grants a license and the other right to grant sublicenses for that purpose; (iii) in such manner and to such extent as Bank may deem necessary to protect the Collateral or the interests, rights, powers or duties of Bank, enter into and upon any premises of the Obligor and take and hold possession of all or any part of the Collateral (the Obligor hereby waiving and releasing any claim for damages in respect of such taking) and exclude the Obligor and all other Persons from the Collateral, operate and manage the Collateral and rent and lease the same, perform such reasonable acts of repair or protection as may be reasonably necessary or proper to conserve the value of the Collateral, collect any and all income, rents, issues, profits and proceeds from the Collateral, the same being hereby assigned and transferred to Bank, and from time to time apply or accumulate such income, rents, issues, profits and proceeds in such order and manner as Bank, in its sole discretion, shall instruct, it being understood that the collection or receipt of income, rents, issues, profits or proceeds from the Collateral after declaration of default and election to cause the Collateral to be sold under and pursuant to the terms of this Agreement shall not affect or impair any event of default or declaration of default under any agreement or instrument between the Obligor and Bank or election to cause any Collateral to be sold or any sale proceedings predicated on the same, but such proceedings may be conducted and sale effected notwithstanding the collection or receipt of any such income, rents, issues, profits and proceeds; (iv) take control of any and all of the Accounts, contractual or other rights that are included in the Collateral and Proceeds arising from any such Accounts or contractual or other rights, enforce collection, either in the name of Bank or in the name of the Obligor, of any or all of the Accounts, release or exchange all or any part of such Collateral or compromise, settle, extend or renew (whether or not longer than the original period) any indebtedness under such Collateral; (v) sell all or any part of the Collateral at public or private sale at such place or places and at such time or times and in such manner and upon such terms, whether for cash or credit, a Bank in its sole discretion may determine; (vi) endorse in the name of Obligor any Instrument, however received by Bank, representing Collateral or Proceeds of any of the Collateral; (vii) require the Obligor to turn over, or instruct the financial institutions holding the same to turn over, all monies and investments in any of Obligor's accounts to Bank; and (viii) exercise all the rights and remedies granted to a secured party under the New York Uniform Commercial Code and all other rights and remedies given to Bank under this Agreement or any other instrument or agreement or otherwise available at law or in equityremedy. Bank shall not be under no obligation required to make marshal any Collateral or guaranty or to resort to same in any particular order. Following maturity (whether by acceleration, upon demand or otherwise) of the payments indebtedness evidenced by this Note or do after the entry of judgment, interest under this Note shall be payable upon demand and shall accrue on the principal balance due hereunder (and without limitation on any portion of the acts referred to in this Section 5 or elsewhere in this Agreement and any of the actions referred to in this Section 5 or elsewhere in this Agreement Obligations that may be taken regardless paid in any plan of whether any notice reorganization) at a rate 3% above the rate stated above. Absent the written agreement of default or election Bank to sell has been given under this Agreement (provided, however, that all notices required by lawthe contrary, the giving of which may not be waived, shall be given in accordance with such law) without regard to the adequacy of the security for the Obligations. (d) The Obligor hereby waives notice of the sale of any Collateral by Bank pursuant to any provision of this Agreement or any applicable provisions of the Uniform Commercial Code or other applicable law. In the event that notice of the sale of Collateral cannot be waived or Bank gives notice of such sale to the Obligor, Bank will give the Obligor notice of the time and place of any public sale of the Collateral or of the time after which any private sale or any other intended disposition thereto is to be made by sending notice, as provided below, at least five days before the time of the sale or disposition, which provisions for notice the Obligor and Bank agree are reasonable. No such notice need be given by Bank with respect to Collateral which is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market. (e) Bank may apply the net proceeds of any sale, lease or other disposition of Collateral, after deducting all costs and expenses of every kind incurred thereon or incidental to the retaking, holding, preparing for sale, selling, leasing, or the like of the Collateral or in any way relating to the rights of Bank thereunder, including attorneys' fees and expenses hereinafter provided for, to the payment, in whole or in part, in such order as Bank may elect, of one or more of the Obligations, whether due or not due, absolute or contingent, making proper rebate for interest or discount on items not then due, and only after so applying such net proceeds and after the payment acceptance by Bank of any other amounts required by any existing or future provision of law (including Section 9-504(1)(c) of the Uniform Commercial Code of any jurisdiction in which any of the Collateral may at the time be located) need Bank account for the surplus, if any. The Obligor shall remain liable to Bank for the payment of any deficiency, with interest at the default rate provided for in the instruments, if any, evidencing the Obligations, but if there is no such instrument with respect to any Obligation or no default rate is specified therein, at a variable rate equal to 4% above the Bank's reference lending rate applicable to domestic commercial loans as established by Bank from time to time, but in no event shall such rate exceed the maximum rate allowed by law. Bank may make loans to its customers above, at or below its reference rate. (f) Whether or not an Event of Default shall have occurred, Bank may sell all or any part of the Collateral, although the Obligations may be contingent or unmatured, whenever in its discretion Bank considers such sale necessary for its protection. Any such sale may be made without prior demand for payment on account, margin or additional margin or any other demands whatsoever, the making of any such demands shall not establish a course of conduct nor constitute a waiver of the right of Bank to sell the Collateral as herein provided or of the right of Bank to accelerate partial payments after the maturity of the Obligations indebtedness evidenced by this Note shall not be deemed a waiver by Bank of its right to be paid immediately all sums due hereunder in full. Borrower shall pay to Bank upon demand all costs of suit and other collection expenses, including without limitation all title search, title insurance, and appraisal costs, and all attorneys’ fees and other costs incurred by Bank, whether before or after the entry of a judgment, as herein provideda result of any negotiations or proceeding, whether in bankruptcy or otherwise, involving any Obligor or any Collateral. Bank may also refuse to make any further advances in regard to any Obligation and may terminate any commitment to make an advance under any Obligation.

Remedies of Bank. (a) After the occurrence of an Event of Default, Bank shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of the Obligor, anything in any other agreement to the contrary notwithstanding. (b) After the occurrence of an Event of Default, other than an Event of Default referred to in clause (ittt) of the second sentence of Section 45, Bank may declare by notice to the Obligor, any and all Obligations to be immediately due and payable and in the case of any Event of Default referred to in clause (tt) of the second sentence of Section 4 5 all of the Obligations shall automatically be and become due and payable payable, in either case without presentment, demand, protest or notice of any kind, all of which are hereby waived by the Obligor, anything in any other agreement to the contrary notwithstanding. (c) After the occurrence of an Event of Default, Bank may, without notice to or demand (other than any notice required by law, the giving of which is not waivable), ) upon the Obligor (all of which are hereby waived by the Obligor), without releasing the Obligor from any obligation under this Agreement or any other instruments or agreements with Bank and without waiving any rights Bank may have or impairing any declaration of default or election to cause the Collateral to be sold or any sale proceeding predicated on they the same; : (i) demand, collect or receive upon all or any part of the Collateral and assemble or require the Obligor, at the Obligor's expense, to assemble all or any part of the Collateral and, if Bank so requests, the Obligor shall assemble the Collateral and make it available to Bank at a place to be designated by Bank; (ii) without notice, demand or other process and without charge enter any of the Obligor's premises and without breach of peace until Bank completes the enforcement of its rights in the Collateral, take possession of such premises or place custodians in exclusive control thereof, remain on such premises and use the same and any of the Obligor's equipment for the purpose of completing any work-in-process, preparing any Collateral for disposition and disposing of or collecting any Collateral, and in exercise of its rights under this Agreement, without payment of compensation of any kind, use any and all trademarks, trade styles, trade names, patents, patent applications, licenses, franchises and the like to the extent of the Obligor's rights therein and the Obligor hereby grants a license and the right to grant sublicenses for that purpose; (iii) in such manner and to such extent as Bank may deem necessary to protect the Collateral or the interests, rights, powers or duties of Bank, enter into and upon any premises of the Obligor and take and hold possession of all or any part of the Collateral (the Obligor hereby waiving and releasing any claim for damages in respect of such taking) and exclude the Obligor and all other Persons from the Collateral, operate and manage the Collateral and rent and lease the same, perform such reasonable acts of repair or protection as may be reasonably necessary or proper to conserve the value of the Collateral, collect any and all income, rents, issues, profits and proceeds from the Collateral, the same being hereby assigned and transferred to Bank, and from time to time apply or accumulate such income, rents, issues, profits and proceeds in such order and manner as Bank, in its sole discretion, shall instruct, it being understood that the collection or receipt of income, rents, issues, profits or proceeds from the Collateral after declaration of default and election to cause the Collateral to be sold under and pursuant to the terms of this Agreement shall not affect or impair any event of default or declaration of default under any agreement or instrument between the Obligor and Bank or election to cause any Collateral to be sold or any sale proceedings predicated on the same, but such proceedings may be conducted and sale effected notwithstanding the collection or receipt of any such income, rents, issues, profits and proceeds; (iv) deliver a notice of exclusive control under any Control Agreement specifying that Bank has the exclusive right to give Entitlement Orders with respect to the Investment Property covered by such Control Agreement or to otherwise direct the disposition of any Deposit Account subject to a Control Agreement or any Electronic Chattel Paper or Letter-of-Credit Rights controlled by Bank; (v) take control of any and all of the Accounts, contractual or other rights that are included in the Collateral and Proceeds arising from any such Accounts or contractual or other rights, enforce collection, either in the name of Bank or in the name of the Obligor, of any or all of the Accounts, contractual and other rights that are included in the Collateral and Proceeds by suit or otherwise, receive, receipt for, surrender, release or exchange all or any part of such Collateral or compromise, settle, extend or renew (whether or not longer than the original period) any indebtedness under such Collateral; (vvi) sell all or any part of the Collateral at public or private sale at such place or places and at such time or times and in such manner and upon such terms, whether for cash or credit, a as Bank in its sole discretion may determine; (vivii) endorse in the name of Obligor any Instrument, however received by Bank, representing Collateral or Proceeds of any of the Collateral; (viiviii) require the Obligor to turn over, or instruct the financial institutions holding the same to turn over, all monies and investments in any of Obligor's accounts to Bank; and (viii) exercise all the rights and remedies granted to a secured party under the New York Uniform Commercial Code UCC, and all other rights and remedies given to Bank under this Agreement or any other instrument or agreement or otherwise available at law or in equity. Bank shall be under no obligation to make any of the payments or do any of the acts referred to in this Section 5 6 or elsewhere in this Agreement and any of the actions referred to in this Section 5 6 or elsewhere in this Agreement may be taken regardless of whether any notice of default or election to sell has been given under this Agreement (provided, however, that all notices required by law, the giving of which may not be waived, shall be given in accordance with such law) without regard to the adequacy of the security for the Obligations. (d) The Obligor hereby waives notice of the sale of any Collateral by Bank pursuant to any provision of this Agreement or any applicable provisions of the Uniform Commercial Code UCC, or other applicable law. In the event that notice of the sale of Collateral cannot be waived or Bank gives notice of such sale to the Obligor, Bank will give the Obligor notice of the time and place of any public sale of the Collateral or of the time after which any private sale or any other intended disposition thereto thereof is to be made by sending notice, as provided below, at least five ten days before the time of the sale or disposition, which provisions for notice the Obligor and Bank agree are reasonable. No such notice need be given by Bank with respect to Collateral which is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market. (e) Bank may apply the net proceeds of any sale, lease or other disposition of Collateral, after deducting all costs and expenses of every kind incurred thereon or incidental to the retaking, holding, preparing for sale, selling, leasing, or the like of the Collateral or in any way relating to the rights of Bank thereunder, including attorneys' fees and expenses hereinafter provided for, to the payment, in whole or in part, in such order as Bank may elect, of one or more of the Obligations, whether due or not due, absolute or contingent, making proper rebate for interest or discount on items not then due, and only after so applying such net proceeds and after the payment by Bank of any other amounts required by any existing or future provision of law (including Section 9-504(1)(c615(a)(3) of the Uniform Commercial Code of any jurisdiction in which any of the Collateral may at the time be located) need Bank account for the surplus, if any. The Obligor shall remain liable to Bank for the payment of any deficiency, with interest at the default rate provided for in the instruments, if any, evidencing the Obligations, but if there is no such instrument with respect to any Obligation or no default rate is specified therein, at a variable rate equal to 4% above the Bank's reference lending rate applicable to domestic commercial loans as established by Bank from time to time, but in no event shall such rate exceed the maximum rate allowed by law. Bank may make loans to its customers above, at or below its reference rate. (f) Whether or not an Event of Default shall have occurred, Bank may sell all or any part of the Collateral, although the Obligations may be contingent or unmatured, whenever in its discretion Bank considers such sale necessary for its protection. Any such sale may be made without prior demand for payment on account, margin or additional margin or any other demands whatsoever, ; the making of any such demands shall not establish a course of conduct nor constitute a waiver of the right of Bank to sell the Collateral as herein provided or of the right of Bank to accelerate the maturity of the Obligations as herein provided.

Remedies of Bank. (a) After the occurrence of an Event of Default, Bank shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of the Obligor, anything in any other agreement to the contrary notwithstanding. (b) After the occurrence of an Event of Default, other than an Event of Default referred to in clause (ittt) of the second sentence of Section 4, Bank may declare by notice to the Obligor, any and all Obligations to be immediately due and payable and in the case of any Event of Default referred to in clause (tt) of the second sentence of Section 4 all of the Obligations shall automatically be and become due and payable payable, in either case without presentment, demand, protest or notice of any kind, all of which are hereby waived by the Obligor, anything in any other agreement to the contrary notwithstanding. (c) After the occurrence of an Event of Default, Bank may, without notice to or demand (other than any notice required by law, the giving of which is not waivable), upon the Obligor (all of which are hereby waived by the Obligor), without releasing the Obligor from any obligation under this Agreement or any other instruments or agreements with Bank and without waiving any rights Bank may have or impairing any declaration of default or election to cause the Collateral to be sold or any sale proceeding predicated on they the same; : (i) demand, collect or receive upon all or any part of the Collateral and assemble or require the Obligor, at the Obligor's expense, to assemble all or any part of the Collateral and, if Bank so requests, the Obligor shall assemble the Collateral and make it available to Bank at a place to be designated by Bank; (ii) without notice, demand or other process and without charge enter any of the Obligor's premises and without breach of peace until Bank completes the enforcement of its rights in the Collateral, take possession of such premises or place custodians in exclusive control thereof, remain on such premises and use the same and any of the Obligor's equipment for the purpose of completing any work-in-process, preparing any Collateral for disposition and disposing of or collecting any Collateral, and in exercise of its rights under this Agreement, without payment of compensation of any kind, use any and all trademarks, trade styles, trade names, patents, patent applications, licenses, franchises franchizes and the like to the extent of the Obligor's rights therein and the Obligor hereby grants a license and the right to grant sublicenses for that purpose; (iii) in such manner and to such extent as Bank may deem necessary to protect the Collateral or the interests, rights, powers or duties of Bank, enter into and upon any premises of the Obligor and take and hold possession of all or any part of the Collateral (the Obligor hereby waiving and releasing any claim for damages in respect of such taking) and exclude the Obligor and all other Persons from the Collateral, operate and manage the Collateral and rent and lease the same, perform such reasonable acts of repair or protection as may be reasonably necessary or proper to conserve the value of the Collateral, collect any and all income, rents, issues, profits and proceeds from the Collateral, the same being hereby assigned and transferred to Bank, and from time to time apply or accumulate such income, rents, issues, profits and proceeds in such order and manner as Bank, in its sole discretion, shall instruct, it being understood that the collection or receipt of income, rents, issues, profits or proceeds from the Collateral after declaration of default and election to cause the Collateral to be sold under and pursuant to the terms of this Agreement shall not affect or impair any event of default or declaration of default under any agreement or instrument between the Obligor and Bank or election to cause any Collateral to be sold or any sale proceedings predicated on the same, but such proceedings may be conducted and sale effected notwithstanding the collection or receipt of any such income, rents, issues, profits and proceeds; (iv) take control of any and all of the Accounts, contractual or other rights that are included in the Collateral and Proceeds arising from any such Accounts or contractual or other rights, enforce collection, either in the name of Bank or in the name of the Obligor, of any or all of the Accounts, release or exchange all or any part of such Collateral or compromise, settle, extend or renew (whether or not longer than the original period) any indebtedness under such Collateral; (v) sell all or any part of the Collateral at public or private sale at such place or places and at such time or times and in such manner and upon such terms, whether for cash or credit, a Bank in its sole discretion may determine; (vi) endorse in the name of Obligor any Instrument, however received by Bank, representing Collateral or Proceeds of any of the Collateral; (vii) require the Obligor to turn over, or instruct the financial institutions holding the same to turn over, all monies and investments in any of Obligor's accounts to Bank; and (viii) exercise all the rights and remedies granted to a secured party under the New York Uniform Commercial Code and all other rights and remedies given to Bank under this Agreement or any other instrument or agreement or otherwise available at law or in equity. Bank shall be under no obligation to make any of the payments or do any of the acts referred to in this Section 5 or elsewhere in this Agreement and any of the actions referred to in this Section 5 or elsewhere in this Agreement may be taken regardless of whether any notice of default or election to sell has been given under this Agreement (provided, however, that all notices required by law, the giving of which may not be waived, shall be given in accordance with such law) without regard to the adequacy of the security for the Obligations. (d) The Obligor hereby waives notice of the sale of any Collateral by Bank pursuant to any provision of this Agreement or any applicable provisions of the Uniform Commercial Code or other applicable law. In the event that notice of the sale of Collateral cannot be waived or Bank gives notice of such sale to the Obligor, Bank will give the Obligor notice of the time and place of any public sale of the Collateral or of the time after which any private sale or any other intended disposition thereto is to be made by sending notice, as provided below, at least five days before the time of the sale or disposition, which provisions for notice the Obligor and Bank agree are reasonable. No such notice need be given by Bank with respect to Collateral which is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market. (e) Bank may apply the net proceeds of any sale, lease or other disposition of Collateral, after deducting all costs and expenses of every kind incurred thereon or incidental to the retaking, holding, preparing for sale, selling, leasing, or the like of the Collateral or in any way relating to the rights of Bank thereunder, including attorneys' fees and expenses hereinafter provided for, to the payment, in whole or in part, in such order as Bank may elect, of one or more of the Obligations, whether due or not due, absolute or contingent, making proper rebate for interest or discount on items not then due, and only after so applying such net proceeds and after the payment by Bank of any other amounts required by any existing or future provision of law (including Section 9-504(1)(c) of the Uniform Commercial Code of any jurisdiction in which any of the Collateral may at the time be located) need Bank account for the surplus, if any. The Obligor shall remain liable to Bank for the payment of any deficiency, with interest at the default rate provided for in the instruments, if any, evidencing the Obligations, but if there is no such instrument with respect to any Obligation or no default rate is specified therein, at a variable rate equal to 4% above the Bank's reference lending rate applicable to domestic commercial loans as established by Bank from time to time, but in no event shall such rate exceed the maximum rate allowed by law. Bank may make loans to its customers above, at or below its reference rate. (f) Whether or not an Event of Default shall have occurred, Bank may sell all or any part of the Collateral, although the Obligations may be contingent or unmatured, whenever in its discretion Bank considers such sale necessary for its protection. Any such sale may be made without prior demand for payment on account, margin or additional margin or any other demands whatsoever, the making of any such demands shall not establish a course of conduct nor constitute a waiver of the right of Bank to sell the Collateral as herein provided or of the right of Bank to accelerate the maturity of the Obligations as herein provided.the

Remedies of Bank. (a) After the occurrence of an Event of Default, Bank shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of the ObligorOwner or Customer, anything in any my other agreement to the contrary notwithstanding. (b) After the occurrence of an Event of Default, other than an Event of Default referred to in clause (ittt) of the second sentence of Section 45, Bank may declare by notice to the ObligorOwner, any and all Obligations of Owner to be immediately due and payable and in the case of any Event of Default referred to in clause (tt) of the second sentence of Section 4 5 all of the Obligations shall automatically be and become due and payable payable, in either case without presentment, demand, protest or notice of any kind, all of which are hereby waived wound by the ObligorOwner, anything in any other agreement to the contrary notwithstanding. Bank may at any time exercise whatever rights it may have to accelerate the maturity of any Obligations of Customer. (c) After the occurrence of an Event of Default, . Bank may, without notice to or demand (other than any notice required by law, the giving of which is not waivable), upon the Obligor Owner (all of which are hereby waived by the ObligorOwner), without releasing the Obligor Owner from any obligation under this Agreement or any other instruments or agreements with Bank and without waiving any rights Bank may have or impairing any my declaration of default or election to cause the Collateral to be sold or any sale proceeding predicated on they the same; : (i) demand, collect or receive upon all or any part of the Collateral and assemble or require the ObligorOwner, at the ObligorOwner's expense, to assemble all or any part of the Collateral and, if Bank so requests, the Obligor Owner shall assemble the Collateral and make it available to Bank at a place to be designated by Bank; (ii) without notice, demand or other process and without charge enter any of the ObligorOwner's premises and without breach of peace until Bank completes the enforcement of its rights in the Collateral, take possession of such premises or place custodians in exclusive control thereof, remain on such premises and use the same and any of the ObligorOwner's equipment for the purpose of completing any work-in-work in process, preparing any Collateral for disposition and disposing of or collecting any Collateral, and in exercise of its rights under this Agreement, without payment of compensation of any kind, use any and all trademarks, trade styles, trade names, patents, patent applications, licenses, franchises and the like to the extent of the ObligorOwner's rights therein and the Obligor Owner hereby grants a license and the right to grant sublicenses for that purposepurport; (iii) in such manner and to such extent as Bank may deem necessary to protect the Collateral or the interests, rights, powers or duties of Bank, enter into and upon any premises of the Obligor Owner and take and hold possession of all or any part of the Collateral (the Obligor Owner hereby waiving and releasing any claim for damages in respect of such taking) and exclude the Obligor Owner and all other Persons from the Collateral, operate and manage the Collateral and rent and lease least the same, perform such reasonable acts of repair or protection as may be reasonably necessary or proper to conserve the value of the Collateral, collect any and all income, rents, issues, profits and proceeds from the Collateral, the same being hereby assigned and transferred to Bank, and from time to time apply or accumulate such income, rents, issues, issues profits and proceeds in such order and manner as a Bank, in its sole discretion, shall instruct, it being understood that the collection or receipt of income, rents, issues, profits or proceeds from the Collateral after declaration of default and election to cause the Collateral to be sold under and pursuant to the terms of this Agreement shall not affect or impair any my event of default or declaration of default under any agreement or instrument between the Obligor Owner and Bank or Customer and Bank or election to cause any Collateral to be sold or any sale proceedings predicated on the same, but such proceedings may be conducted and sale effected notwithstanding the collection or receipt of any my such income, rents, issues, profits and proceeds; (iv) deliver a notice of exclusive control under any Control Agreement specifying that Bank has the exclusive right to give Entitlement Orders with respect to the Investment Property covered by such Control Agreement; (v) take control of any and all of the Accounts, contractual or other rights that are included in the Collateral and Proceeds arising from any my such Accounts or contractual or other rights, enforce collection, either in the name of Bank or in the name of the ObligorOwner, of any or all of the Accounts, contractual and other rights that are included in the Collateral and Proceeds by suit or otherwise, receive, receipt for, surrender release or exchange all or any part of such Collateral or compromise, settle, extend or renew (whether or not longer than the original period) any indebtedness under such Collateral; (vvi) sell all or any part of the Collateral at public or private sale at such place or places and at such time or times and in such manner and upon such terms, whether for cash or credit, a as Bank in its sole discretion may may, determine; (vivii) endorse in the name of Obligor the Owner any Instrument, however received by Bank, representing Collateral or Proceeds of any of the Collateral; (viiviii) require the Obligor Owner to turn over, over or instruct the financial institutions institution holding the same to turn over, all monies and investments in any of ObligorOwner's accounts to Bank; and (viiiix) exercise all the rights and remedies granted to a secured party under the New York Uniform Commercial Code UCC, and all other rights and remedies given granted to Bank under this Agreement or any my other instrument or agreement or otherwise available at law or in equity. Bank shall be under no obligation to make any of the payments or do any of the acts referred to in this Section 5 6 or elsewhere in this Agreement and any of the actions action referred to in this Section 5 or 6 of elsewhere in this Agreement may be taken regardless of whether any notice of default or election to sell has been given under this Agreement (provided, however, that all notices required by law, the giving of which may not be waived, shall be given give, in accordance with such law) without regard to the adequacy of the security for the Obligations. (d) The Obligor Owner hereby waives notice of the sale of any Collateral by Bank pursuant to any provision of this Agreement or any my applicable provisions of the Uniform Commercial Code UCC, as amended or other applicable law. In the event that notice of the sale of Collateral cannot be waived or Bank gives notice of such sale to the ObligorOwner, Bank will give the Obligor owner notice of the time and place of any public such sale of the Collateral or of the time after which any private sale or any other intended disposition thereto thereof is to be made by sending notice, as a provided below, at least five days before the time of the sale or disposition, which provisions for notice the Obligor Owner and Bank agree are reasonable. No such notice need be given by Bank with respect to Collateral which is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market. (e) Bank may apply the net proceeds of any sale, lease or other disposition of Collateral, after deducting all costs and expenses of every kind incurred thereon or incidental to the retaking, holding, preparing for sale, selling, leasing, or the like of the Collateral or in any way relating to the rights of Bank thereunder, including attorneys' fees and expenses hereinafter provided for, to the payment, in whole or in part, in such order as a Bank may elect, of one or more of the ObligationsObligations (and to such Obligations of Customer and/or Obligations of Owner, as Bank determines in its discretion), whether due or not due, absolute or contingent, making proper rebate for interest or discount on items not then due, and end only after so applying such net proceeds and after the payment by Bank of any other amounts required by any existing or future provision of law (including Section 9-504(1)(c) of the Uniform Commercial Code of any jurisdiction in which any of the Collateral may at the time be located) need Bank account for the surplus, if any. The Obligor Owner shall remain liable to Bank for the payment of any deficiency, with interest at the default rate provided for in the instruments, if any, evidencing the Obligations, but if there is no such instrument with respect to any Obligation or no default rate is specified therein, at a variable rate equal to 4% above the Bank's reference lending rate applicable to domestic commercial loans as established by Bank from time to time, but in no event shall such such, rate exceed the maximum rate allowed by law. Bank may make loans to its customers above, at or below its reference rate. (f) Whether or not an Event of Default shall have occurred, Bank may sell all or any part of the Collateral, although the Obligations may be contingent or unmatured, whenever in its discretion Bank considers such sale necessary for its protection. Any such sale may be made without prior demand for payment on account, margin or additional margin or any other demands whatsoever, ; the making of any such demands shall not establish a course of conduct nor constitute a waiver of the right of Bank to sell the Collateral as herein provided or of the right of Bank to accelerate the maturity of the Obligations as herein provided. (g) If, prior to the expiration date of this Agreement, (i) any Collateral is due to mature, replacement Collateral acceptable to the Bank must be received prior to said maturity date, and (ii) any Collateral is sold, exchanged or disposed of (in accordance with the Bank's prior written consent) prior to said sale, exchange or disposition, replacement Collateral acceptable to the Bank must be received by the Bank.