(X) TO DISCLAIM DISPOSITION WARRANTIES,
(XI) TO PURCHASE INSURANCE OR CREDIT ENHANCEMENTS TO INSURE AGENT OR LENDERS
AGAINST RISKS OF LOSS, COLLECTION OR DISPOSITION OF COLLATERAL OR TO PROVIDE TO
AGENT OR LENDERS A GUARANTEED RETURN FROM THE COLLECTION OR DISPOSITION OF
COLLATERAL, OR (XII) TO THE EXTENT DEEMED APPROPRIATE BY AGENT, TO OBTAIN THE
SERVICES OF OTHER BROKERS, INVESTMENT BANKERS, CONSULTANTS AND OTHER
PROFESSIONALS TO ASSIST AGENT IN THE COLLECTION OR DISPOSITION OF ANY OF THE
COLLATERAL. EACH BORROWER AND GUARANTOR ACKNOWLEDGES THAT THE PURPOSE OF THIS
SECTION IS TO PROVIDE NON-EXHAUSTIVE INDICATIONS OF WHAT ACTIONS OR OMISSIONS BY
AGENT OR ANY LENDER WOULD NOT BE COMMERCIALLY UNREASONABLE IN THE EXERCISE BY
AGENT OR ANY LENDER OF REMEDIES AGAINST THE COLLATERAL AND THAT OTHER ACTIONS OR
OMISSIONS BY AGENT OR ANY LENDER SHALL NOT BE DEEMED COMMERCIALLY UNREASONABLE
SOLELY ON ACCOUNT OF NOT BEING INDICATED IN THIS SECTION. WITHOUT LIMITATION OF
THE FOREGOING, NOTHING CONTAINED IN THIS SECTION SHALL BE CONSTRUED TO GRANT ANY
RIGHTS TO ANY BORROWER OR GUARANTOR OR TO IMPOSE ANY DUTIES ON AGENT OR LENDERS
THAT WOULD NOT HAVE BEEN GRANTED OR IMPOSED BY THIS AGREEMENT OR BY APPLICABLE
LAW IN THE ABSENCE OF THIS SECTION.
(F)
FOR THE PURPOSE OF ENABLING AGENT TO EXERCISE THE
RIGHTS AND REMEDIES HEREUNDER, EACH BORROWER AND GUARANTOR HEREBY GRANTS TO
AGENT, TO THE EXTENT ASSIGNABLE, AN IRREVOCABLE,
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NON-EXCLUSIVE LICENSE (EXERCISABLE AT ANY TIME AN EVENT OF DEFAULT SHALL EXIST
OR HAVE OCCURRED AND FOR SO LONG AS THE SAME IS CONTINUING) WITHOUT PAYMENT OF
ROYALTY OR OTHER COMPENSATION TO ANY BORROWER OR GUARANTOR, TO USE, ASSIGN,
LICENSE OR SUBLICENSE ANY OF THE TRADEMARKS, SERVICE-MARKS, TRADE NAMES,
BUSINESS NAMES, TRADE STYLES, DESIGNS, LOGOS AND OTHER SOURCE OF BUSINESS
IDENTIFIERS AND OTHER INTELLECTUAL PROPERTY AND GENERAL INTANGIBLES NOW OWNED OR
HEREAFTER ACQUIRED BY ANY BORROWER OR GUARANTOR, WHEREVER THE SAME MAYBE
LOCATED, INCLUDING IN SUCH LICENSE REASONABLE ACCESS TO ALL MEDIA IN WHICH ANY
OF THE LICENSED ITEMS MAY BE RECORDED OR STORED AND TO ALL COMPUTER PROGRAMS
USED FOR THE COMPILATION OR PRINTOUT THEREOF.
(G)
AT ANY TIME AN EVENT OF DEFAULT EXISTS OR HAS OCCURRED AND
IS CONTINUING, AGENT MAY APPLY THE CASH PROCEEDS OF COLLATERAL ACTUALLY RECEIVED
BY AGENT FROM ANY SALE, LEASE, FORECLOSURE OR OTHER DISPOSITION OF THE
COLLATERAL TO PAYMENT OF THE OBLIGATIONS, IN WHOLE OR IN PART AND IN ACCORDANCE
WITH THE TERMS HEREOF, WHETHER OR NOT THEN DUE OR MAY HOLD SUCH PROCEEDS AS CASH
COLLATERAL FOR THE OBLIGATIONS.
BORROWERS AND GUARANTORS SHALL REMAIN LIABLE TO
AGENT AND LENDERS FOR THE PAYMENT OF ANY DEFICIENCY WITH INTEREST AT THE HIGHEST
RATE PROVIDED FOR HEREIN AND ALL COSTS AND EXPENSES OF COLLECTION OR
ENFORCEMENT, INCLUDING ATTORNEYS' FEES AND EXPENSES.
(H)
WITHOUT LIMITING THE FOREGOING, UPON THE OCCURRENCE OF A
DEFAULT OR AN EVENT OF DEFAULT, (I) AGENT AND LENDERS MAY, AT AGENT'S OPTION,
AND UPON THE OCCURRENCE OF AN EVENT OF DEFAULT AT THE DIRECTION OF THE REQUIRED
LENDERS, AGENT AND LENDERS