OR DESTRUCTION
OF THE COLLATERAL IS FULLY INSURED UNDER POLICIES NAMING SECURED PARTY AS AN
ADDITIONAL NAMED INSURED OR LOSS PAYEE).
Section 9.
Remedies.
(A)
UPON THE OCCURRENCE AND DURING THE CONTINUANCE OF ANY EVENT OF
DEFAULT (OR WITH RESPECT TO CLAUSE (VI) BELOW, ANY SPECIFIED DEFAULT), SECURED
PARTY SHALL HAVE, IN ADDITION TO ALL OTHER RIGHTS AND REMEDIES GRANTED TO IT IN
THIS AGREEMENT, THE LOAN AGREEMENT, THE NOTE OR ANY OTHER LOAN DOCUMENT, ALL
RIGHTS AND REMEDIES OF A SECURED PARTY UNDER THE UCC AND OTHER APPLICABLE LAWS.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, (I) SECURED PARTY MAY
PEACEABLY AND WITHOUT NOTICE ENTER ANY PREMISES OF DEBTOR, TAKE POSSESSION OF
ANY THE COLLATERAL, REMOVE OR DISPOSE OF ALL OR PART OF THE COLLATERAL ON ANY
PREMISES OF DEBTOR OR ELSEWHERE, OR, IN THE CASE OF EQUIPMENT, RENDER IT
NONFUNCTIONAL, AND OTHERWISE COLLECT, RECEIVE, APPROPRIATE AND REALIZE UPON ALL
OR ANY PART OF THE COLLATERAL, AND DEMAND, GIVE RECEIPT FOR, SETTLE, RENEW,
EXTEND, EXCHANGE, COMPROMISE, ADJUST, OR SUE FOR ALL OR ANY PART OF THE
COLLATERAL, AS SECURED PARTY MAY DETERMINE; (II) SECURED PARTY MAY REQUIRE
DEBTOR TO ASSEMBLE ALL OR ANY PART OF THE COLLATERAL AND MAKE IT AVAILABLE TO
SECURED PARTY AT ANY PLACE AND TIME DESIGNATED BY SECURED PARTY; (III) SECURED
PARTY MAY USE OR TRANSFER ANY OF DEBTOR'S RIGHTS AND INTERESTS IN ANY
INTELLECTUAL PROPERTY COLLATERAL, BY LICENSE, BY SUBLICENSE (TO THE EXTENT
PERMITTED BY AN APPLICABLE LICENSE) OR OTHERWISE, ON SUCH CONDITIONS AND IN SUCH
MANNER AS SECURED PARTY MAY DETERMINE (IV) SECURED PARTY MAY SECURE THE
APPOINTMENT OF A RECEIVER OF THE COLLATERAL OR ANY PART THEREOF (TO THE EXTENT
AND IN THE MANNER PROVIDED BY APPLICABLE LAW); (V) SECURED PARTY MAY SELL,
RESELL, LEASE, USE, ASSIGN, LICENSE, SUBLICENSE, TRANSFER OR OTHERWISE DISPOSE
OF ANY OR ALL OF THE COLLATERAL IN ITS THEN CONDITION OR FOLLOWING ANY
COMMERCIALLY REASONABLE PREPARATION OR PROCESSING (UTILIZING IN CONNECTION
THEREWITH ANY OF DEBTOR'S ASSETS, WITHOUT CHARGE OR LIABILITY TO SECURED PARTY
THEREFOR) AT PUBLIC OR PRIVATE SALE, BY ONE OR MORE CONTRACTS, IN ONE OR MORE
PARCELS, AT THE SAME OR DIFFERENT TIMES, FOR CASH OR CREDIT, OR FOR FUTURE
DELIVERY WITHOUT ASSUMPTION OF ANY CREDIT RISK, ALL AS SECURED PARTY DEEMS
ADVISABLE, AND (VI) SECURED PARTY MAY DELIVER A NOTICE TO ANY DEPOSITORY BANK OR
SECURITIES INTERMEDIARY TO CAUSE A SHIFT OF CONTROL TO SECURED PARTY OF ANY OR
ALL OF DEBTOR'S DEPOSIT ACCOUNTS OR SECURITIES ACCOUNTS AT SUCH BANK OR
SECURITIES INTERMEDIARY AND SUBJECT TO A CONTROL AGREEMENT IN SECURED PARTY'S
FAVOR AND MAY WITHDRAW (OR CAUSE TO BE WITHDRAWN) ANY AND ALL FUNDS AND OTHER
COLLATERAL FROM SUCH DEPOSIT ACCOUNTS OR SECURITIES ACCOUNTS; PROVIDED, HOWEVER,
THAT DEBTOR SHALL BE CREDITED WITH THE NET PROCEEDS OF SALE ONLY WHEN SUCH
PROCEEDS ARE FINALLY COLLECTED BY SECURED PARTY. DEBTOR RECOGNIZES THAT SECURED
PARTY MAY BE UNABLE TO MAKE A PUBLIC SALE OF ANY OR ALL OF THE PLEDGED
COLLATERAL, BY REASON OF PROHIBITIONS CONTAINED IN