AGREEMENTS, INCLUDING WITHOUT LIMITATION ANY LOSSES
RESULTING FROM SUCH INTEREST RATE PROTECTION AGREEMENTS. IF ANY EVENT OF DEFAULT
SHALL OCCUR AND BE CONTINUING, THE BUYER MAY EXERCISE, IN ADDITION TO ALL OTHER
RIGHTS AND REMEDIES GRANTED TO IT IN THIS REPURCHASE AGREEMENT AND IN ANY OTHER
INSTRUMENT OR AGREEMENT SECURING, EVIDENCING OR RELATING TO THE REPURCHASE
OBLIGATIONS, ALL RIGHTS AND REMEDIES OF A SECURED PARTY UNDER THE
UNIFORM COMMERCIAL CODE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE
BUYER WITHOUT DEMAND OF PERFORMANCE OR OTHER DEMAND, PRESENTMENT, PROTEST,
ADVERTISEMENT OR NOTICE OF ANY KIND (EXCEPT ANY NOTICE REQUIRED BY LAW REFERRED
TO BELOW) TO OR UPON THE SELLERS OR ANY OTHER PERSON (EACH AND ALL OF WHICH
DEMANDS, PRESENTMENTS, PROTESTS, ADVERTISEMENTS AND NOTICES ARE HEREBY WAIVED),
MAY IN SUCH CIRCUMSTANCES FORTHWITH COLLECT, RECEIVE, APPROPRIATE AND REALIZE
UPON THE PURCHASED ITEMS AND THE COLLATERAL, OR ANY PART THEREOF, AND/OR
MAY FORTHWITH SELL, LEASE, ASSIGN, GIVE OPTION OR OPTIONS TO PURCHASE, OR
OTHERWISE DISPOSE OF AND DELIVER THE PURCHASED ITEMS AND THE COLLATERAL OR ANY
PART THEREOF (OR CONTRACT TO DO ANY OF THE FOREGOING), IN ONE OR MORE PARCELS OR
AS AN ENTIRETY AT PUBLIC OR PRIVATE SALE OR SALES, AT ANY EXCHANGE, BROKER'S
BOARD OR OFFICE OF THE BUYER
27
OR ELSEWHERE UPON SUCH TERMS AND CONDITIONS AS IT MAY DEEM ADVISABLE AND AT SUCH
PRICES AS IT MAY DEEM BEST, FOR CASH OR ON CREDIT OR FOR FUTURE DELIVERY WITHOUT
ASSUMPTION OF ANY CREDIT RISK. THE BUYER SHALL HAVE THE RIGHT UPON ANY SUCH
PUBLIC SALE OR SALES, AND, TO THE EXTENT PERMITTED BY LAW, UPON ANY SUCH PRIVATE
SALE OR SALES, TO PURCHASE THE WHOLE OR ANY PART OF THE PURCHASED ITEMS OR THE
COLLATERAL SO SOLD, FREE OF ANY RIGHT OR EQUITY OF REDEMPTION IN ANY SELLER,
WHICH RIGHT OR EQUITY IS HEREBY WAIVED OR RELEASED. THE SELLERS FURTHER AGREE,
AT THE BUYER'S REQUEST, TO ASSEMBLE THE PURCHASED ITEMS AND THE COLLATERAL AND
MAKE THEM AVAILABLE TO THE BUYER AT PLACES WHICH THE BUYER SHALL REASONABLY
SELECT, WHETHER AT THE SELLERS' PREMISES OR ELSEWHERE. THE BUYER SHALL APPLY THE
NET PROCEEDS OF ANY SUCH COLLECTION, RECOVERY, RECEIPT, APPROPRIATION,
REALIZATION OR SALE, AFTER DEDUCTING ALL REASONABLE COSTS AND EXPENSES OF EVERY
KIND INCURRED THEREIN OR INCIDENTAL TO THE CARE OR SAFEKEEPING OF ANY OF THE
PURCHASED ITEMS OR COLLATERAL OR IN ANY WAY RELATING TO THE PURCHASED ITEMS OR
COLLATERAL OR THE RIGHTS OF THE BUYER HEREUNDER, INCLUDING WITHOUT LIMITATION
REASONABLE ATTORNEYS' FEES AND DISBURSEMENTS, TO THE PAYMENT IN WHOLE OR IN
PART OF THE REPURCHASE OBLIGATIONS, IN SUCH ORDER AS THE BUYER MAY ELECT, AND
ONLY AFTER SUCH APPLICATION AND AFTER THE PAYMENT BY THE BUYER OF ANY OTHER
AMOUNT REQUIRED OR PERMITTED BY ANY PROVISION OF LAW, INCLUDING WITHOUT
LIMITATION SECTION 9-615(A)(3) OF THE UNIFORM COMMERCIAL CODE, NEED THE BUYER
ACCOUNT FOR THE SURPLUS, IF ANY, TO THE SELLERS. TO THE EXTENT PERMITTED BY
APPLICABLE LAW, EACH SELLER WAIVES ALL CLAIMS, DAMAGES AND DEMANDS IT