ENDORSE,
ASSIGN AND DELIVER, IN THE NAME OF ANY SECURED PARTY OR IN THE NAME OF THE
DEBTOR, ALL CHECKS, NOTES, DRAFTS AND OTHER INSTRUMENTS RELATING TO ANY
COLLATERAL, INCLUDING RECEIVING, OPENING AND PROPERLY DISPOSING OF ALL MAIL
ADDRESSED TO THE DEBTOR CONCERNING COLLATERAL ACCOUNTS AND OTHER COLLATERAL; TO
VERIFY WITH ACCOUNT DEBTORS OR OTHER CONTRACT PARTIES THE VALIDITY, AMOUNT OR
ANY OTHER MATTER RELATING TO ANY COLLATERAL ACCOUNTS OR OTHER COLLATERAL, IN THE
NAME OF ANY SECURED PARTY OR IN THE NAME OF THE DEBTOR; TO ACCELERATE ANY
INDEBTEDNESS OR OTHER OBLIGATION CONSTITUTING COLLATERAL THAT MAY BE ACCELERATED
IN ACCORDANCE WITH ITS TERMS; TO TAKE OR BRING ALL ACTIONS AND SUITS DEEMED
NECESSARY OR APPROPRIATE TO EFFECT COLLECTIONS AND TO ENFORCE PAYMENT OF ANY
COLLATERAL ACCOUNTS OR OTHER COLLATERAL; TO SETTLE,
10
COMPROMISE OR RELEASE IN WHOLE OR IN PART ANY AMOUNTS OWING ON COLLATERAL
ACCOUNTS OR OTHER COLLATERAL; AND TO EXTEND THE TIME OF PAYMENT OF ANY AND ALL
COLLATERAL ACCOUNTS OR OTHER AMOUNTS OWING UNDER ANY COLLATERAL AND TO MAKE
ALLOWANCES AND ADJUSTMENTS WITH RESPECT THERETO, ALL IN THE SAME MANNER AND TO
THE SAME EXTENT AS THE DEBTOR MIGHT HAVE DONE;
(C)
TO TRANSFER TO OR REGISTER IN THE NAME OF
ANY SECURED PARTY OR THE NAME OF ANY OF THEIR AGENTS OR NOMINEES ALL OR ANY PART
OF THE COLLATERAL;
(D)
TO REQUIRE THE DEBTOR TO, AND THE DEBTOR
HEREBY AGREES THAT IT WILL AT ITS EXPENSE AND UPON REQUEST OF THE SECURED
PARTIES FORTHWITH, ASSEMBLE ALL OR ANY PART OF THE COLLATERAL AS DIRECTED BY THE
SECURED PARTIES AND MAKE IT AVAILABLE TO THE SECURED PARTIES AT A PLACE
DESIGNATED BY THE SECURED PARTIES;
(E)
TO ENTER AND REMAIN UPON THE PREMISES OF
THE DEBTOR AND TAKE POSSESSION OF ALL OR ANY PART OF THE COLLATERAL, WITH OR
WITHOUT JUDICIAL PROCESS; TO USE THE MATERIALS, SERVICES, BOOKS AND RECORDS OF
THE DEBTOR FOR THE PURPOSE OF LIQUIDATING OR COLLECTING THE COLLATERAL, WHETHER
BY FORECLOSURE, AUCTION OR OTHERWISE; AND TO REMOVE THE SAME TO THE PREMISES OF
THE SECURED PARTIES OR ANY DESIGNATED AGENT FOR SUCH TIME AS THE SECURED PARTIES
MAY DESIRE, IN ORDER TO EFFECTIVELY COLLECT OR LIQUIDATE THE COLLATERAL; AND
(F)
TO SELL, RESELL, ASSIGN AND DELIVER, IN
THEIR SOLE DISCRETION, ALL OR ANY OF THE COLLATERAL, IN ONE OR MORE PARCELS, AT
PUBLIC OR PRIVATE SALE, AT ANY OF THE SECURED PARTIES' OFFICES OR ELSEWHERE, FOR
CASH, UPON CREDIT OR FOR FUTURE DELIVERY, AT SUCH TIME OR TIMES AND AT SUCH
PRICE OR PRICES AND UPON SUCH OTHER TERMS AS THE SECURED PARTIES MAY DEEM
SATISFACTORY.
IF ANY OF THE COLLATERAL IS SOLD BY THE SECURED PARTIES UPON
CREDIT OR FOR FUTURE DELIVERY, THE SECURED PARTIES SHALL NOT BE LIABLE FOR THE
FAILURE OF THE PURCHASER TO PURCHASE OR PAY FOR THE SAME AND, IN THE EVENT OF
ANY SUCH FAILURE, THE SECURED PARTIES MAY RESELL SUCH COLLATERAL.
IN NO EVENT
SHALL THE DEBTOR BE CREDITED WITH ANY PART OF