Common use of Sale or Other Disposition of Collateral by Agent Clause in Contracts

Sale or Other Disposition of Collateral by Agent. Any notice required to be given by Agent of a sale, lease or other disposition or other intended action by Agent with respect to any of the Collateral which is deposited in the United States mails, postage prepaid and duly addressed to a Borrower at the address specified in Subsection 11.17 hereof, at least ten (10) Business Days prior to such proposed action shall constitute fair and reasonable notice of any such action. The net proceeds realized by Agent upon any such sale or other disposition, after deduction for the expense of retaking, holding, preparing for sale, selling or the like and the reasonable attorneys' fees and legal expenses incurred by Agent in connection therewith, shall be applied as provided herein toward satisfaction of the Liabilities, including, without limitation, the Liabilities described in Subsections 7.5 and 11.2 hereof. Agent and the Lenders shall account to the Borrowers for any surplus realized upon such sale or other disposition, and the Borrowers shall remain liable to Agent and each Lender for any deficiency. The commencement of any action, legal or equitable, or the rendering of any judgment or decree for any deficiency shall not affect Agent's security interest in the Collateral until the Liabilities are fully paid. Each Borrower agrees that neither Agent nor any Lender has any obligation to preserve rights to the Collateral against any other parties. Agent is hereby granted a license or other right to use, without charge, labels, patents, copyrights, rights of use of any name, trade secrets, trade names, trademarks, service marks and advertising matter, or any property of a similar nature of the Borrowers, as it pertains to the Collateral, in completing production of, advertising for sale and selling any Collateral and rights under all licenses and all franchise agreements of the Borrowers shall inure to Agent's benefit until the Liabilities are paid.

Sale or Other Disposition of Collateral by Agent. Any notice required to be given by Agent of a sale, lease or other disposition or other intended action by Agent with respect to any of the Collateral which is deposited in the United States mails, postage prepaid and duly addressed to a Borrower at the address specified in Subsection 11.17 hereof, at least ten (10) Business Days prior to such proposed action shall constitute fair and reasonable notice of any such action. The net proceeds realized by Agent upon any such sale or other disposition, after deduction for the expense of retaking, holding, preparing for sale, selling or the like and the reasonable attorneys' fees and legal expenses incurred by Agent in connection therewith, shall be applied as provided herein toward satisfaction of the Liabilities, including, without limitation, the Liabilities described in Subsections 7.5 and 11.2 hereof. Agent and the Lenders shall account to the Borrowers Borrower for any surplus realized upon such sale or other disposition, and the Borrowers Borrower shall remain liable to Agent and each Lender for any deficiency. The commencement of any action, legal or equitable, or the rendering of any judgment or decree for any deficiency shall not affect Agent's security interest in the Collateral until the Liabilities are fully paid. Each Borrower agrees that neither Agent nor any Lender has any obligation to preserve rights to the Collateral against any other parties. Agent is hereby granted a license or other right to use, without charge, labels, patents, copyrights, rights of use of any name, trade secrets, trade names, trademarks, service marks and advertising matter, or any property of a similar nature of the BorrowersBorrower, as it pertains to the Collateral, in completing production of, advertising for sale and selling any Collateral and rights under all licenses and all franchise agreements of the Borrowers Borrower shall inure to Agent's benefit until the Liabilities are paid. Neither Agent nor any Lender has any obligation to attempt to satisfy the Liabilities by collecting them from any other Person liable for them and Agent may release, modify or waive any collateral provided by any other Person to secure any of the Liabilities, all without affecting Agent's rights against the Borrower. Borrower waives any right it may have to require Agent to pursue any third person for any of the Liabilities. Agent may comply with any applicable state or federal law requirements in connection with a disposition of the Collateral and compliance will not be considered adversely to affect the commercial reasonableness of any sale of the Collateral. Agent may sell the Collateral without giving any warranties as to the Collateral and Agent may specifically disclaim any warranties of title or the like. This procedure will not be considered adversely to affect the commercial reasonableness of any sale of the Collateral. If Agent sells any of the Collateral upon credit, Borrower will be credited only with payments actually made by the purchaser, received by Agent and applied to the indebtedness of the purchaser. In the event the purchaser fails to pay for the Collateral, Agent may resell the Collateral and Borrower shall be credited with the proceeds of the sale.

Sale or Other Disposition of Collateral by Agent. Any notice required to be given by Agent of a sale, lease or other disposition or other intended action by Agent Agent, with respect to any of the Collateral Collateral, which is deposited in the United States mails, postage prepaid and duly addressed to a Borrower Debtor at the address specified in Subsection 11.17 hereofbelow, at least ten (10) Business Days days prior to such proposed action shall constitute fair and reasonable notice to Debtor of any such action. The net proceeds realized by Agent upon any such sale or other disposition, after deduction for the expense of retaking, holding, preparing for sale, selling or the like and the reasonable attorneys' and paralegals' fees and legal expenses incurred by Agent or any Secured Party in connection therewith, shall be applied as provided herein toward satisfaction of the Liabilities, including, without limitation, the Liabilities described in Subsections 7.5 and 11.2 hereofObligations. Agent and the Lenders shall account to the Borrowers Debtor for any surplus realized upon such sale or other disposition, and the Borrowers Debtor shall remain liable to Agent and each Lender for any deficiency. The commencement of any action, legal or equitable, or the rendering of any judgment or decree for any deficiency shall not affect Agent's or any Secured Party's security interest in the Collateral until the Liabilities Obligations are fully paid. Each Borrower Agent shall have the right to commence, continue or defend proceedings in any court of competent jurisdiction in the name of Agent, the "Receiver" (as hereinafter defined) or Debtor for the purpose of exercising any of the rights, powers and remedies set out in this Section 4.2, including, without limitation, the institution of proceedings for the appointment of a Receiver. Debtor agrees that neither Agent nor any Lender has any no obligation to preserve rights to the Collateral against any other partiesPerson. Agent is hereby granted a license or other right to use, without charge, Debtor's labels, patents, copyrights, rights of use of any name, trade secrets, trade names, tradestyles, trademarks, service marks and advertising matter, or any property of a similar nature of the Borrowersnature, as it pertains to the Collateral, in completing production of, advertising for sale and selling any Collateral such Collateral, and Debtor's rights under all licenses and all franchise agreements of the Borrowers shall inure to Agent's benefit until the Liabilities Obligations are paid.

Sale or Other Disposition of Collateral by Agent. Any notice required to be given by Agent of a sale, lease or other disposition or other intended action by Agent with respect to any of the Collateral which is deposited in the United States mails, postage prepaid and duly addressed to a Borrower Borrowers at the address specified in Subsection 11.17 hereofSection 12.J, at least ten (10) Business Days prior to such proposed action action, shall constitute fair and reasonable notice to Borrowers of any such action. The net proceeds realized by Agent the Lenders upon any such sale or other disposition, after deduction for the expense reasonable expenses of retaking, holding, preparing for sale, selling or the like and the reasonable attorneys' fees and legal expenses incurred by Agent or Lenders in connection therewith, shall be applied as provided herein toward satisfaction of the Liabilities, including, without limitation, the Liabilities described in Subsections 7.5 and 11.2 hereofObligations. Agent and the The Lenders shall account to the Borrowers for any surplus realized upon any such sale or other disposition, and the Borrowers shall remain liable to Agent and each Lender for any deficiency. The commencement of any action, legal or equitable, or the rendering of any judgment or decree for any deficiency shall not affect Agent's security interest in Lien on the Collateral until the Liabilities Obligations are fully paid. Each Borrower agrees Borrowers agree that neither Agent nor any Lender has any no obligation to preserve rights to the Collateral against any other parties. To the extent Borrowers have the power, without violating the terms of any agreement existing as of the Closing Date, to grant such a license, Agent is hereby granted a license or other right to use, without charge, any Borrower's labels, patents, production certificates, type certificates, supplemental certificates, copyrights, rights of use of any name, trade secrets, trade names, tradestyles, trademarks, service marks and advertising matter, or any property of a similar nature of the Borrowersnature, as it pertains to the Collateral, in completing production of, advertising for sale and selling any Collateral and rights under all licenses and all franchise agreements of the Borrowers shall inure to Agent's benefit until the Liabilities are paidCollateral.

Sale or Other Disposition of Collateral by Agent. Any notice required to be given by Agent of a sale, lease or other disposition or other intended action by Agent with respect to any of the Collateral which is deposited in the United States mails, postage prepaid and duly addressed to a Borrower Representative at the address specified in Subsection 11.17 subsection 10.17 hereof, at least ten (10) Business Days prior to such proposed action shall constitute fair and reasonable notice to the Obligors of any such action. The net proceeds realized by Agent upon any such sale or other disposition, after deduction for the expense of retaking, holding, preparing for sale, selling or the like and the reasonable attorneys' fees and legal expenses incurred by Agent and Lenders in connection therewith, shall be applied as provided herein toward satisfaction of the Liabilities, including, without limitation, the Liabilities described in Subsections subsections 7.5 and 11.2 10.2 hereof. Agent and the Lenders shall account to the Borrowers Obligors for any surplus realized upon such sale or other disposition, and the Borrowers Obligors shall remain liable to Agent and each Lender for any deficiency. The commencement of any action, legal or equitable, or the rendering of any judgment or decree for any deficiency shall not affect Agent's security interest in the Collateral until the Liabilities (other than indemnification Liabilities pursuant to subsection 10.19 hereof to the extent no claims giving rise thereto have then been asserted against any Indemnitee) are fully paid. Each Borrower agrees The Obligors agree that neither Agent nor any Lender has any obligation to preserve rights to the Collateral against any other parties. Agent is hereby granted a license or other right to use, without charge, labels, patents, copyrights, rights of use of any name, trade secrets, trade names, trademarks, service marks and advertising matter, or any property of a similar nature of the Borrowers, as it pertains to the Collateral, in completing production of, advertising for sale and selling any Collateral and rights under all licenses and all franchise agreements of the Borrowers shall inure to Agent's benefit until the Liabilities are paid.

Sale or Other Disposition of Collateral by Agent. Any notice required to be given by Agent of a sale, lease or other disposition or other intended action by Agent with respect to any of the Collateral which is deposited in the United States U.S. mails, postage prepaid and duly addressed to a Borrower at the address specified in Subsection 11.17 12.16 hereof, at least ten (10) Business Days prior to such proposed action shall constitute fair and reasonable notice of any such action. The net proceeds realized by Agent upon any such sale or other disposition, after deduction for the expense of retaking, holding, preparing for sale, selling or the like and the reasonable attorneys' fees and legal expenses incurred by Agent in connection therewith, shall be applied as provided herein toward satisfaction of the Liabilities, including, without limitation, the Liabilities described in Subsections 7.5 and 11.2 12.2 hereof. Agent and the Lenders shall account to the Borrowers Borrower for any surplus realized upon such sale or other disposition, and the Borrowers Borrower shall remain liable to Agent and each Lender for any deficiency. The commencement of any action, legal or equitable, or the rendering of any judgment or decree for any deficiency shall not affect Agent's security interest in the Collateral until the Liabilities are fully paid. Each Borrower agrees that neither Agent nor any Lender has any obligation to preserve rights to the Collateral against any other parties. Agent is hereby granted a license or other right to use, without charge, labels, patents, copyrights, rights of use of any name, trade secrets, trade names, trademarks, service marks and advertising matter, or any property of a similar nature of the BorrowersBorrower, as it pertains to the Collateral, in completing production of, advertising for sale and selling any Collateral and rights under all licenses and all franchise agreements of the Borrowers Borrower shall inure to Agent's benefit until the Liabilities are paid. Neither Agent nor any Lender has any obligation to attempt to satisfy the Liabilities by collecting them from any other Person liable for them and Agent may release, modify or waive any collateral provided by any other Person to secure any of the Liabilities, all without affecting Agent's rights against Borrower. Borrower waives any right it may have to require Agent to pursue any third person for any of the Liabilities. Agent may comply with any applicable state or federal law requirements in connection with a disposition of the Collateral and compliance will not be considered adversely to affect the commercial reasonableness of any sale of the Collateral. Agent may sell the Collateral without giving any warranties as to the Collateral and Agent may specifically disclaim any warranties of title or the like. This procedure will not be considered adversely to affect the commercial reasonableness of any sale of the Collateral. If Agent sells any of the Collateral upon credit, Borrower will be credited only with payments actually made by the purchaser, received by Agent and applied to the indebtedness of the purchaser. In the event the purchaser fails to pay for the Collateral, Agent may resell the Collateral and Borrower shall be credited with the proceeds of the sale.