TO EXERCISE ITS RIGHTS WITH RESPECT
THERETO.
16.
STANDARDS FOR EXERCISING REMEDIES. TO THE EXTENT THAT APPLICABLE
LAW IMPOSES DUTIES ON LENDER TO EXERCISE REMEDIES IN A COMMERCIALLY REASONABLE
MANNER, BORROWER ACKNOWLEDGES AND AGREES THAT IT IS NOT COMMERCIALLY
UNREASONABLE FOR LENDER (A) TO FAIL TO INCUR EXPENSES REASONABLY DEEMED
SIGNIFICANT BY LENDER TO PREPARE COLLATERAL FOR DISPOSITION OR OTHERWISE TO
COMPLETE RAW MATERIAL OR WORK IN PROCESS INTO FINISHED GOODS OR OTHER FINISHED
9
PRODUCTS FOR DISPOSITION, (B) TO FAIL TO OBTAIN THIRD PARTY CONSENTS FOR ACCESS
TO COLLATERAL TO BE DISPOSED OF, OR TO OBTAIN OR, IF NOT REQUIRED BY OTHER LAW,
TO FAIL TO OBTAIN GOVERNMENTAL OR THIRD PARTY CONSENTS FOR THE COLLECTION OR
DISPOSITION OF COLLATERAL TO BE COLLECTED OR DISPOSED OF, (C) TO FAIL TO
EXERCISE COLLECTION REMEDIES AGAINST ACCOUNT DEBTORS OR OTHER PERSONS OBLIGATED
ON COLLATERAL OR TO REMOVE LIENS OR ENCUMBRANCES ON OR ANY ADVERSE CLAIMS
AGAINST COLLATERAL, (D) TO EXERCISE COLLECTION REMEDIES AGAINST ACCOUNT DEBTORS
AND OTHER PERSONS OBLIGATED ON COLLATERAL DIRECTLY OR THROUGH THE USE OF
COLLECTION AGENCIES AND OTHER COLLECTION SPECIALISTS, (E) TO ADVERTISE
DISPOSITIONS OF COLLATERAL THROUGH PUBLICATIONS OR MEDIA OF GENERAL CIRCULATION,
WHETHER OR NOT THE COLLATERAL IS OF A SPECIALIZED NATURE, (F) TO CONTACT OTHER
PERSONS, WHETHER OR NOT IN THE SAME BUSINESS AS BORROWER, FOR EXPRESSIONS OF
INTEREST IN ACQUIRING ALL OR ANY PORTION OF THE COLLATERAL, (G) TO HIRE ONE OR
MORE PROFESSIONAL AUCTIONEERS TO ASSIST IN THE DISPOSITION OF COLLATERAL,
WHETHER OR NOT THE COLLATERAL IS OF A SPECIALIZED NATURE, (H) TO DISPOSE OF
COLLATERAL BY UTILIZING INTERNET SITES THAT PROVIDE FOR THE AUCTION OF ASSETS OF
THE TYPES INCLUDED IN THE COLLATERAL OR THAT HAVE THE REASONABLE CAPABILITY OF
DOING SO, OR THAT MATCH BUYERS AND SELLERS OF ASSETS, (I) TO DISPOSE OF ASSETS
IN WHOLESALE RATHER THAN RETAIL MARKETS, (J) TO DISCLAIM DISPOSITION WARRANTIES,
(K) TO PURCHASE INSURANCE OR CREDIT ENHANCEMENTS TO INSURE LENDER AGAINST RISKS
OF LOSS, COLLECTION OR DISPOSITION OF COLLATERAL OR TO PROVIDE TO LENDER A
GUARANTEED RETURN FROM THE COLLECTION OR DISPOSITION OF COLLATERAL, OR (L) TO
THE EXTENT DEEMED APPROPRIATE BY LENDER, TO OBTAIN THE SERVICES OF OTHER
BROKERS, INVESTMENT BANKERS, CONSULTANTS AND OTHER PROFESSIONALS TO ASSIST
LENDER IN THE COLLECTION OR DISPOSITION OF ANY OF THE COLLATERAL. BORROWER
ACKNOWLEDGES THAT THE PURPOSE OF THIS SECTION 16 IS TO PROVIDE NON-EXHAUSTIVE
INDICATIONS OF WHAT ACTIONS OR OMISSIONS BY LENDER WOULD NOT BE COMMERCIALLY
UNREASONABLE IN LENDER'S EXERCISE OF REMEDIES AGAINST THE COLLATERAL AND THAT
OTHER ACTIONS OR OMISSIONS BY LENDER SHALL NOT BE DEEMED COMMERCIALLY
UNREASONABLE SOLELY ON ACCOUNT OF NOT BEING INDICATED IN THIS SECTION 16.
WITHOUT LIMITATION UPON THE FOREGOING, NOTHING CONTAINED IN THIS SECTION 16
SHALL BE CONSTRUED TO GRANT ANY RIGHTS TO BORROWER OR TO IMPOSE ANY DUTIES ON
LENDER THAT WOULD NOT HAVE BEEN GRANTED OR IMPOSED BY THIS AGREEMENT OR BY
APPLICABLE LAW IN THE ABSENCE OF THIS SECTION 16.
17.
NO WAIVER BY LENDER, ETC. LENDER SHALL NOT BE