Secured Party's Remedies. If an Event of Default or Change of Control (as defined in the Note) occurs hereunder, then, Secured Party may, at its option, but is not required to, do any one or more of the following without demand or notice to Debtor:
(a) Declare all of the Obligations immediately due and payable in full, notwithstanding the terms of any other writing or evidence of debt;
(b) Transfer the Collateral into Secured Party’s name or that of its nominee;
(c) From time to time, proceed with the foreclosure of Secured Party’s security interest and sale of the Collateral, or any portion of it, in any manner permitted by law or provided for herein;
(d) Take possession of and retain the Collateral in satisfaction of the Obligations; or
(e) Exercise any and all remedies of a secured party under the California Uniform Commercial Code or as otherwise provided by law.
Secured Party's Remedies. Upon the occurrence and during the continuation of any one or more of the foregoing Events of Default, Secured Party may, at its option, and without notice to or demand on Debtor and in addition to all rights and remedies available to Secured Party under the Third Restated Loan Agreement or any of the other Financing Documents, or at law, in equity, or otherwise, do any one or more of the following:
(a) Secured Party may declare any or all of the Obligations to be immediately due and payable and foreclose or otherwise enforce Secured Party's security interest in or other lien hereunder on any or all of the Collateral in any manner permitted by law or provided for in this Agreement.
(b) Secured Party may recover from Debtor all costs and expenses, including, without limitation, actual and reasonable attorney's fees, incurred or paid by Secured Party in exercising or enforcing any right, power, or remedy with respect to any or all of the Collateral provided to it by this Agreement or by applicable law. Notwithstanding anything herein to the contrary, the Debtor's liability under this Agreement for the Secured Party's attorney's fees shall not exceed the attorney's fees actually incurred by the Secured Party.
(c) Secured Party may require Debtor to assemble any or all of the Collateral and make it available to Secured Party at such place or places as may be designated by Secured Party.
(d) Secured Party may enter onto any property where any Collateral is located and take possession thereof with or without judicial process.
(e) Prior to Lender's disposition of any Collateral, Secured Party may store, process, complete, repair or recondition it or otherwise prepare it for disposition in any manner and to the extent Secured Party deems appropriate (but Secured Party shall not be obligated to do so).
(f) Secured Party may transfer any of the Collateral into its name, notify any account debtor under or other person obligated on any Collateral to make payments thereunder directly to Secured Party, and otherwise collect or enforce payment of any of the Collateral (but Secured Party shall have no obligation to do any of the foregoing).
(g) Secured Party may sell or otherwise dispose of any of the Collateral at one or more public or private sales at Debtor's or Secured Party's place of business or any other place or places, including without limitation at any brokers board or security exchange, in lots or in bulk, for cash or on credit, all as Secured Party, in its di...
Secured Party's Remedies. Upon the occurrence of any Event of Default hereunder, Secured Party shall have the following rights and remedies:
Secured Party's Remedies. Upon the occurrence of an Event of Default:
(a) Secured Party may declare the Obligations in whole or part immediately due and may enforce payment and performance of the same and exercise any rights under the Texas UCC, rights and remedies of Secured Party under this Agreement, or otherwise.
(b) Secured Party may, at Secured Party's option and at the expense of Debtor, either in Secured Party's own right or in the name of Debtor and in the same manner and to the same extent that Debtor might reasonably so act if this Agreement had not been made: (i) do all things requisite, convenient, or necessary to enforce the performance and observance of all rights, remedies and privileges of Debtor arising from the Collateral, or any part thereof, including without limitation compromising, waiving, excusing, or in any manner releasing or discharging any obligation of any party to or arising from the Collateral; (ii) take possession of the books, papers, chattel paper, documents of title, and accounts of Debtor, wherever located, relating to the Collateral; (iii) xxx or otherwise collect and receive money attributable to the Collateral; and (iv) exercise any other lawfully available powers or remedies, and do all other things which Secured Party deems requisite, convenient or necessary or which the Secured Party deems proper to protect the Security Interest.
Secured Party's Remedies. On default or acceleration, the Secured Party shall have the following rights and remedies, which are cumulative in nature and are immediately available to the Secured party:
(a) All rights and remedies provided by law, including but not limited to, those provided by the Uniform Commercial Code, especially those provided in Part 5 of Article 9;
(b) All rights and remedies provided in this Agreement;
(c) All rights and remedies provided in the Promissory Note secured by this Agreement; and
(d) All rights and remedies provided in any other applicable security agreement. Among those rights that are specifically included:
Secured Party's Remedies. Upon the occurrence of an Event of Default:
(a) Secured Party may declare the Obligations in whole or part immediately due and may enforce payment and performance of the same and exercise any rights under the Texas UCC, rights and remedies of Secured Party under this Agreement, or otherwise.
(b) Secured Party may, at Secured Party's option and at the expense of Debtor, either in Secured Party's own right or in the name of Debtor and in the same manner and to the same extent that Debtor might reasonably so act if this Agreement had not been made: (i) do all things requisite, convenient, or necessary to enforce the performance and observance of all rights, remedies and privileges of Debtor arising from the Collateral, or any part thereof, including without limitation compromising, waiving, excusing, or in any manner releasing or discharging any obligation of any party to or arising from the Collateral; (ii) take possession of the books, papers, chattel paper, documents of title, and accounts of Debtor, wherever located, relating to the Collateral; (iii) sue or otherwise collect and rxxxive money attributable to the Collateral; and (iv) exercise any other lawfully available powers or remedies, and do all other things which Secured Party deems requisite, convenient or necessary or which the Secured Party deems proper to protect the Security Interest.
(c) Secured Party may foreclose this Agreement in the manner now or hereafter provided or permitted by law and may upon such reasonable notification prior thereto as may be required by applicable law (Debtor hereby agreeing that ten days' notice is commercially reasonable), sell, assign, transfer, or otherwise dispose of the Collateral at public or private sale, in whole or in part, and Secured Party may, in its own name or as Debtor's attorney-in-fact effectively assign and transfer the Collateral, or any part thereof, absolutely, and execute and deliver all necessary assignments, conveyances, bills of sale, and other instruments with power to substitute one or more persons or corporations with like power. Any such foreclosure sale, assignment, transfer, or other disposition shall, to the extent permitted by law, be a perpetual bar, both at law and in equity, against Debtor and all persons and corporations lawfully claiming by or through or under Debtor. Any such foreclosure sale may be adjourned from time to time. Upon any sale, Secured Party may bid for and purchase the Collateral, or any part thereof, and upon...
Secured Party's Remedies. Upon default as specified in Section 5, the ------------------------ Secured Party may, at its option, exercise any one or more of the following rights:
(a) declare all unpaid principal and accrued interest under the Note immediately due and payable;
(b) exercise its rights and remedies under the California Commercial Code as a secured creditor having a security interest in the Collateral, and in particular, sell all or any part of the Collateral at one or more public or private sales to be conducted in California, on at least thirty days' prior notice and otherwise in a commercially reasonable manner and upon reasonable terms and conditions, taking into account all the circumstances; and
(c) exercise any and all further rights or remedies of Secured Party under the California Commercial Code or other applicable law. To the extent permitted by law, Company hereby waives all requirements for the exercise of any of Secured Party's remedies other than those provided in this Agreement. Secured Party shall be entitled to enforce any of the remedies in this section successively or concurrently. The enforcement of any remedy provided in this section shall not prejudice the right of Secured Party to pursue any other or further remedy which it may have.
Secured Party's Remedies. Upon the default in payment of any obligation, liability or claim secured hereby, Secured Party shall have the rights and remedies of a secured party under the Uniform Commercial Code as in effect in the State of New York at the date hereof. Without limiting the generality of the foregoing, Secured Party may exercise the following rights and remedies:
1. Secured Party may peacefully by its own means or with judicial assistance enter Debtor's premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on Debtor's premises, and Debtor will not resist or interfere with such action.
2. Secured Party may require Debtor to assemble all or any part of the Collateral and make it available to Secured Party at any place designated in a Notice sent to Debtor.
3. Debtor hereby agrees that a notice sent to it at least ten days before the time of any intended public sale, or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such or other disposition.
4. Secured Party may incur reasonable attorney's fees and expenses in exercising any of its rights and remedies upon default which shall become part of Secured Party's reasonable expenses of retaking, holding, preparing for sale of the like. Debtor will reimburse Secured Party for all such expenses. After payment of such expenses or deduction of same by Secured Party from proceeds of collection or sale of Collateral, the residue of any such proceeds shall be applied to the payment of principal and interest on liabilities in such order of preference as Secured Party may determine.
5. The Debtor shall remain liable for any deficiency resulting from a sale of the Collateral and shall pay any such deficiency forthwith on demand.
Secured Party's Remedies. Upon Default, Secured Party, at its option, may proceed to exercise any other rights and remedies available to Secured Party under the Security Agreement and to exercise any other rights and remedies against Debtor or with respect to this Note which Secured Party may have at law, at equity or otherwise. Secured Party's remedies under this Note, or the Security Agreement shall be cumulative and concurrent and may be pursued singly, successively, or together against Debtor, and any security described in the Security Agreement. Secured Party may resort to every other right or remedy available at law or in equity without first exhausting the rights and remedies contained herein, all in Secured Party's sole discretion. Failure of Secured Party, for any period of time or on more than one occasion, to exercise its option to accelerate the Maturity Date shall not constitute a waiver of that right, at any time during the Default or in the event of any subsequent Default. Secured Party shall not by any other omission or act be deemed to waive any of its rights or remedies unless such waiver is written and signed by an officer of Secured Party, and then only to the extent specifically set forth. A waiver in connection with one event shall not be construed as continuing or as a bar to or waiver of any right or remedy in connection with a subsequent event.
Secured Party's Remedies. Upon the happening of an Event of Default, Secured Party, at its election, may: (i) declare all Indebtedness immediately due; and (ii) exercise any or all rights of a secured party in respect of the Collateral as provided for under applicable law. Secured Party's rights and remedies under this Agreement will be cumulative, and may be exercised singularly or concurrently. Debtor will pay upon demand all costs and expenses incurred by Secured Party in enforcing this Agreement and in realizing upon, or exercising any rights in respect of, the Collateral, including, without limitation, reasonable attorneys' fees. Upon Debtor's failure to perform any of its obligations under this Agreement, Secured Party may, but will not be required to, perform any such obligation; the expense of such performance to be paid by Debtor to Secured Party upon demand and the payment of which will be secured by this Agreement.
