OF AN EVENT OF DEFAULT AND WITHOUT NOTICE
THEREFORE ALL AMOUNTS OWED HEREUNDER SHALL ACCRUE INTEREST AT THE INTEREST RATE
PLUS 2% PER ANNUM (THE "DEFAULT RATE").
7.3
COLLATERAL.
THE LENDER SHALL HAVE, TO THE EXTENT PERMITTED BY
APPLICABLE STATE AND FEDERAL LAWS, RULES AND REGULATIONS, THE RIGHT AND POWER
TO: (I) DIRECTLY NOTIFY THE ACCOUNT DEBTOR (AS SUCH TERM IS DEFINED IN ARTICLE 9
OF THE ILLINOIS UNIFORM COMMERCIAL CODE) UNDER THE PLATELET AGREEMENT OF THE
SECURITY INTEREST OF THE LENDER, AND/OR OF THE ASSIGNMENT TO THE LENDER OF THE
COLLATERAL AND DIRECT SUCH ACCOUNT DEBTOR TO MAKE PAYMENTS TO THE LENDER IF ANY
AMOUNTS DUE OR TO BECOME DUE WITH RESPECT THERETO, AND THEREAFTER, COLLECT ANY
SUCH AMOUNTS DUE ON THE COLLATERAL DIRECTLY FROM SUCH ACCOUNT DEBTOR.
7.4
OTHER REMEDIES.
THE LENDER MAY EXERCISE, FROM TIME TO TIME, ANY
AND ALL REMEDIES AVAILABLE TO IT UNDER THE ILLINOIS UNIFORM COMMERCIAL CODE OR
UNDER ANY OTHER APPLICABLE LAW IN ADDITION TO, AND NOT IN LIEU OF, ANY RIGHTS
AND REMEDIES EXPRESSLY GRANTED IN THIS AGREEMENT.
7.5
APPLICATION OF PROCEEDS.
THE LENDER SHALL UPON RECEIPT OF CASH OR
SOLVENT CREDITS FROM COLLECTION OF ITEMS OF PAYMENT OR PROCEEDS OF COLLATERAL,
APPLY THE WHOLE OR ANY PART AGAINST THE LIABILITIES SECURED HEREBY.
THE LENDER
SHALL FURTHER HAVE THE EXCLUSIVE RIGHT TO DETERMINE HOW, WHEN AND WHAT
APPLICATIONS OF SUCH PAYMENTS AND SUCH CREDIT SHALL BE MADE ON THE LIABILITIES
AND SUCH DETERMINATION SHALL BE CONCLUSIVE UPON THE BORROWER, ABSENT MANIFEST
ERROR.
ANY PROCEEDS OF ANY DISPOSITION BY THE LENDER OF ALL OR ANY PART OF THE
COLLATERAL BY THE LENDER MAY, AT THE LENDER'S OPTION, BE FIRST APPLIED TO THE
PAYMENT OF EXPENSES INCURRED BY THE LENDER IN CONNECTION WITH THE COLLATERAL,
INCLUDING ATTORNEYS' FEES AND OTHER LEGAL EXPENSES AS OTHERWISE PROVIDED HEREIN.
8
SECTION 8
NOTICE
8.1
NOTICES.
ALL NOTICES AND OTHER COMMUNICATIONS HEREUNDER SHALL BE
IN WRITING AND MADE OR DELIVERED BY TELECOPY, E-MAIL OR OVERNIGHT AIR COURIER,
AND SHALL BE DEEMED TO BE RECEIVED BY THE PARTY TO WHOM IT WAS SENT ONE (1)
BUSINESS DAY AFTER SENDING.
ALL SUCH NOTICES AND OTHER COMMUNICATIONS TO A
PARTY HERETO SHALL BE ADDRESSED TO SUCH PARTY AT THE ADDRESS SET FORTH AT THE
BEGINNING OF THIS AGREEMENT OR TO SUCH OTHER ADDRESS AS SUCH PARTY MAY DESIGNATE
FOR ITSELF IN A NOTICE TO THE OTHER PARTY GIVEN IN ACCORDANCE WITH THIS SECTION.
8.2
ADDRESSES.
THE ADDRESSES TO WHICH SUCH COMMUNICATIONS SHALL BE
SENT ARE AS FOLLOWS:
(A)
IF INTENDED FOR THE BORROWER, TO:
CERUS
CORPORATION, 2411 STANWELL DR., CONCORD, CA 94520 ATTN:
CHIEF EXECUTIVE
OFFICER.
(B)
IF INTENDED FOR THE LENDER, TO:
BAXTER
CAPITAL CORPORATION, ONE BAXTER PARKWAY DF4-3E, DEERFIELD, ILLINOIS 60015-4633
ATTN: PRESIDENT WITH COPIES TO:
BAXTER CAPITAL CORPORATION, ONE BAXTER PARKWAY
DF2-2W, DEERFIELD, IL 60015-4633 ATTN: LEGAL COUNSEL.
8.3
CHANGE OF ADDRESS.
THE ADDRESSES SET FORTH HEREIN MAY BE CHANGED
BY NOTICE HEREUNDER.
SECTION 9
MISCELLANEOUS
9.1
FURTHER ASSURANCES.
THE BORROWER WILL FROM TIME TO TIME EXECUTE