Common use of Rights and Remedies After Default Clause in Contracts

Rights and Remedies After Default. (a) Upon the occurrence of a Default pursuant to Section 4.01(k) all Obligations shall be immediately due and payable. Upon the occurrence of any of the other Defaults and at any time thereafter (such Default not having been cured), at the Administration’s option upon notice to Borrower, all Obligations shall immediately be due and payable. In either event, the Administration shall have the right to exercise any and all other rights and remedies provided for herein, under the Uniform Commercial Code and at law or equity generally, including, without limitation, the right to foreclose the security interest granted under the Security Agreement by any available judicial procedure and/or to take possession of and sell any and all of the Collateral with or without judicial process, in addition to the following: i. Require the immediate repayment of the entire outstanding principal amount of the Loan, together with all accrued interest, under the Note, plus any and all Obligations, without presentment, demand, protest, or notice, all of which the Borrower expressly waives; ii. At any time proceed to protect and enforce all rights and remedies available to the Administration under this Agreement or by Law, by any other proceedings, whether for specific performance of any agreement contained in this Agreement, plus damages, or other relief; iii. Suspend or terminate the Borrower's authority to receive any undisbursed Loan proceeds at any time by notice to the Borrower; and iv. Apply as a prepayment of the outstanding principal and interest of the Loan, any undisbursed proceeds of the Loan in the possession of Administration. (b) The Administration may also exercise any and all rights and remedies available under the other Financing Documents or under applicable Law. The Administration shall have the right, in its sole discretion, to determine which rights, security, liens, security interests or remedies the Administration may at any time pursue, relinquish, subordinate, modify or take any other action with respect thereto and such determination will not in any way modify or affect any of them or any of the Administration’s rights hereunder. The exercise of any right or remedy by the Administration shall not constitute a cure or waiver of any Default by the Borrower, nor invalidate any act done pursuant to any notice of Default, nor prejudice the Administration in the exercise of those rights. The enumeration of the foregoing rights and remedies is not intended to be exhaustive and the exercise of any right or remedy shall not preclude the exercise of any other right or available remedies. All remedies provided for in this Agreement or under the other Financing Documents are cumulative not alternative and are in addition to any other rights and remedies available to the Administration under any Law. (c) The failure of the Administration to insist upon performance of any term of this Agreement shall not constitute a waiver of any term of this Agreement. No act by the Administration shall be construed as an election to proceed under any one provision in this Agreement to the exclusion of any other provision. (d) If the Administration suspends or terminates this Agreement, the rights and remedies available to the Administration shall survive the suspension or termination.

Rights and Remedies After Default. (a) Upon In addition to the acceleration provisions set forth in Section 7 above, upon the occurrence and continuation of a Default pursuant to Section 4.01(k) all Obligations shall be immediately due and payable. Upon the occurrence an Event of any of the other Defaults and at any time thereafter (such Default not having been cured)Default, at the Administration’s option upon notice to Borrower, all Obligations shall immediately be due and payable. In either event, the Administration Parent shall have the right to exercise any and all other rights rights, options and remedies provided for hereinin the Bridge Loan Documents, under the Uniform Commercial Code and UCC or at law or equity generallyin equity, including, without limitation, the right to (i) apply any property of any Borrower held by Parent to reduce the Obligations, (ii) foreclose the security interest granted under the Security Agreement by any available judicial procedure and/or to Liens created hereunder, (iii) realize upon, take possession of and and/or sell any and all Collateral or securities pledged (other than Collateral consisting of Accounts owed or owing by Medicaid/Medicare Account Debtors absent a court order or compliance with applicable law) with or without judicial process (subject, in the case of the Diabetes Customer Lists only, to the provisions of this subsection (a)), (iv) exercise all rights and powers with respect to the Collateral as any Borrower, as applicable, might exercise (other than with respect to Collateral consisting of Accounts owed or owing by Medicaid/Medicare Account Debtors absent a court order or compliance with applicable law), (v) collect and send notices regarding the Collateral (other than with respect to Collateral consisting of Accounts owed or owing by Medicaid/Medicare Account Debtors absent a court order or compliance with applicable law), with or without judicial process, in addition to the following: i. Require the immediate repayment (vi) by its own means or with judicial assistance, enter any premises at which Collateral and/or pledged securities are located, or render any of the entire outstanding principal amount foregoing unusable or dispose of the LoanCollateral and/or pledged securities on such premises without any liability for rent, together with all accrued intereststorage, under the Note, plus any and all Obligations, without presentment, demand, protestutilities, or noticeother sums, and no Borrower shall resist or interfere with such action, and/or (vii) at Borrower’s expense, require that all or any part of the Collateral be assembled and made available to Parent at any place designated by Parent. Borrower agrees that notice received by it at least ten (10) calendar days before the time of any intended public sale, or the time after which any private sale or other disposition of Collateral (fifteen (15) calendar days in the Borrower expressly waives; iicase of any intended public sale, or the time after which any private sale or other disposition of the Diabetes Customer List) is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Parent without prior notice to Borrower. At any time proceed sale or disposition of Collateral or securities pledged, Parent may (to protect the extent permitted by applicable law) purchase all or any part thereof free from any right of redemption by any Borrower which right is hereby waived and enforce all released. Borrower covenants and agrees not to, and not to permit or cause any of its Subsidiaries to, interfere with or impose any obstacle to Parent’s exercise of its rights and remedies available with respect to the Administration under this Agreement Collateral so long as such rights and remedies are exercised in a commercially reasonable manner and otherwise in accordance with applicable laws. Parent, in dealing with or by Law, by any other proceedings, whether for specific performance of any agreement contained in this Agreement, plus damages, or other relief; iii. Suspend or terminate the Borrower's authority to receive any undisbursed Loan proceeds at any time by notice to the Borrower; and iv. Apply as a prepayment disposing of the outstanding principal and interest Collateral or any part thereof, shall not be required to give priority or preference to any item of the Loan, Collateral or otherwise to marshal assets or to take possession or sell any undisbursed proceeds of the Loan in the possession of AdministrationCollateral with judicial process. (b) The Administration In addition to any other rights, options and remedies Parent has under the Loan Documents, the UCC, at law or in equity, all dividends, interest, rents, issues, profits, fees, revenues, income and other proceeds collected or received from collecting, holding, managing, renting, selling, or otherwise disposing of all or any part of the Collateral or any proceeds thereof upon exercise of its remedies hereunder shall be applied in the following order of priority: (i) first, to the payment of all costs and expenses of such collection, storage, lease, holding, operation, management, sale, disposition or delivery and of conducting Borrower’s business and of maintenance, repairs, replacements, alterations, additions and improvements of or to the Collateral, and to the payment of all sums which Parent may also exercise be required or may elect to pay, if any, for taxes, assessments, insurance and other charges upon the Collateral or any part thereof, and all rights other payments that Parent may be required or authorized to make under any provision of this Agreement (including, without limitation, in each such case, in-house documentation and remedies available under diligence fees and legal expenses, search, audit, recording, professional and filing fees and expenses and reasonable attorneys’ fees and all expenses, liabilities and advances made or incurred in connection therewith); (ii) second, to the payment of all Obligations as provided herein; (iii) third, to the satisfaction of Indebtedness secured by any subordinate security interest of record in the Collateral if written notification of demand therefor is received before distribution of the proceeds is completed, provided, that, if requested by Parent, the holder of a subordinate security interest shall furnish reasonable proof of its interest, and unless it does so, Parent need not address its claims; and (iv) fourth, to the payment of any surplus then remaining to Borrower, unless otherwise provided by law or directed by a court of competent jurisdiction, provided that Borrower shall be liable for any deficiency if such proceeds are insufficient to satisfy the Obligations or any of the other Financing Documents or under applicable Law. The Administration items referred to in this section. (c) Parent shall have the right, right in its sole discretion, discretion to determine which rights, security, liens, security interests or Liens and/or remedies the Administration Parent may at any time pursue, relinquish, subordinatesubordinate or modify, modify or take any other action with respect thereto and such determination will not in any way modify or affect any of them Parent’s rights, Liens or remedies under any of the Administration’s rights hereunder. The exercise of any right Bridge Loan Document, applicable law or remedy by the Administration shall not constitute a cure or waiver of any Default by the Borrower, nor invalidate any act done pursuant to any notice of Default, nor prejudice the Administration in the exercise of those rightsequity. The enumeration of the foregoing any rights and remedies in any Bridge Loan Document is not intended to be exhaustive exhaustive, and the all rights and remedies of Parent described in any Bridge Loan Document are cumulative and are not alternative to or exclusive of any other rights or remedies which Parent otherwise may have. The partial or complete exercise of any right or remedy shall not preclude the any other further exercise of such or any other right or available remedies. All remedies provided for in this Agreement or under the other Financing Documents are cumulative not alternative and are in addition to any other rights and remedies available to the Administration under any Lawremedy. (c) The failure of the Administration to insist upon performance of any term of this Agreement shall not constitute a waiver of any term of this Agreement. No act by the Administration shall be construed as an election to proceed under any one provision in this Agreement to the exclusion of any other provision. (d) If the Administration suspends or terminates this Agreement, the rights and remedies available to the Administration shall survive the suspension or termination.