generality of the foregoing, Bank may immediately, Without
Notice, sell at public or private sale or otherwise realize upon, the whole or,
from time to time, any part of the Collateral, or any interest which Borrower
may have therein.
10.5
Bank's Additional Rights and Remedies.
Upon the
occurrence of any Event of Default and except as may otherwise be prohibited or
expressly provided for to the contrary under applicable Law, in addition to any
rights or remedies Bank may otherwise have under this Agreement, any other Loan
Documents, or under applicable Laws, Without Notice, Bank shall have the right
to take any or all of the following actions at the same or different times:
(A)
TO CANCEL BANK'S OBLIGATIONS ARISING UNDER THIS
AGREEMENT;
(B)
TO INSTITUTE APPROPRIATE PROCEEDINGS TO
SPECIFICALLY ENFORCE PERFORMANCE OF THE TERMS AND CONDITIONS OF THIS AGREEMENT;
(C)
TO TAKE IMMEDIATE POSSESSION OF THE
COLLATERAL;
(D)
TO APPOINT OR SEEK APPOINTMENT OF A RECEIVER,
WITHOUT NOTICE AND WITHOUT REGARD TO THE SOLVENCY OF BORROWER OR THE ADEQUACY OF
THE SECURITY, FOR THE PURPOSE OF PRESERVING THE COLLATERAL, PREVENTING WASTE,
AND TO PROTECT ALL RIGHTS ACCRUING TO BANK BY VIRTUE OF THIS AGREEMENT AND THE
OTHER LOAN DOCUMENTS.
ALL EXPENSES INCURRED IN CONNECTION WITH THE APPOINTMENT
OF SUCH RECEIVER, OR IN PROTECTING, PRESERVING, OR IMPROVING THE COLLATERAL,
SHALL BE CHARGED AGAINST BORROWER AND SHALL BE SECURED BY BANK'S LIEN;
(E)
TO PROCEED TO PERFORM ANY AND ALL OF THE
DUTIES AND OBLIGATIONS AND EXERCISE ALL THE RIGHTS AND REMEDIES OF BORROWER
CONTAINED IN THE ASSIGNED AGREEMENTS AS FULLY AS BORROWER COULD ITSELF;
(F)
TO NOTIFY ACCOUNT DEBTORS THAT ACCOUNTS HAVE
BEEN ASSIGNED TO BANK, DEMAND AND RECEIVE INFORMATION FROM ACCOUNT DEBTORS WITH
RESPECT TO ACCOUNTS, FORWARD INVOICES TO ACCOUNT DEBTORS DIRECTING THEM TO MAKE
PAYMENTS TO BANK, COLLECT ALL ACCOUNTS IN BANK'S OR BORROWER'S NAME AND TAKE
CONTROL OF ANY CASH OR NON-CASH PROCEEDS OF COLLATERAL;
56
(G)
TO ENFORCE PAYMENT OF ANY ACCOUNTS, TO
PROSECUTE ANY ACTION OR PROCEEDING WITH RESPECT TO ACCOUNTS, TO EXTEND THE TIME
OF PAYMENT OF ANY AND ALL ACCOUNTS, TO MAKE ALLOWANCES AND ADJUSTMENTS WITH
RESPECT THERETO AND TO ISSUE CREDITS IN THE NAME OF BANK OR BORROWER;
(H)
TO SETTLE, COMPROMISE, EXTEND, RENEW, RELEASE,
TERMINATE OR DISCHARGE, IN WHOLE OR IN PART, ANY ACCOUNT OR DEAL WITH THE SAME
AS BANK MAY DEEM ADVISABLE;
(I)
TO REQUIRE BORROWER TO OPEN ALL MAIL ONLY
IN THE PRESENCE OF A REPRESENTATIVE OF BANK, WHO MAY TAKE THEREFROM ANY
REMITTANCE ON COLLATERAL;
(J)
TO CHARGE, SET-OFF AND OTHERWISE APPLY ALL
OR ANY PART OF THE OBLIGATIONS AGAINST THE DEPOSIT ACCOUNTS, OR ANY PART
THEREOF;
(K)
TO EXERCISE ANY AND ALL RIGHTS AND REMEDIES OF
BORROWER UNDER OR IN CONNECTION WITH ANY ASSIGNED AGREEMENT OR OTHERWISE IN
RESPECT OF THE COLLATERAL, INCLUDING, WITHOUT LIMITATION, ANY AND ALL RIGHTS OF
BORROWER TO DEMAND OR OTHERWISE REQUIRE PAYMENT OF ANY AMOUNT UNDER, OR
PERFORMANCE OF ANY PROVISION OF, ANY ASSIGNED AGREEMENT;
(L)
TO ENTER UPON THE