CASH OR ON
CREDIT OR FOR FUTURE DELIVERY WITH ASSUMPTION OF ANY CREDIT RISK. THE
ADMINISTRATIVE AGENT OR ANY LENDER 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 COLLATERAL SO SOLD, FREE OF
ANY RIGHT OR EQUITY OF REDEMPTION IN ANY GRANTOR, WHICH RIGHT OR EQUITY IS
HEREBY WAIVED AND RELEASED. EACH GRANTOR FURTHER AGREES, AT THE ADMINISTRATIVE
AGENT'S REQUEST, TO ASSEMBLE THE COLLATERAL AND MAKE IT AVAILABLE TO THE
ADMINISTRATIVE AGENT AT PLACES WHICH THE ADMINISTRATIVE AGENT SHALL REASONABLY
SELECT, WHETHER AT SUCH GRANTOR'S PREMISES OR ELSEWHERE. THE ADMINISTRATIVE
AGENT SHALL APPLY THE NET PROCEEDS OF ANY ACTION TAKEN BY IT PURSUANT TO THIS
SECTION 6.6, AFTER DEDUCTING ALL REASONABLE COSTS AND EXPENSES OF EVERY KIND
INCURRED IN CONNECTION THEREWITH OR INCIDENTAL TO THE CARE OR SAFEKEEPING OF ANY
OF THE COLLATERAL OR IN ANY WAY RELATING TO THE COLLATERAL OR THE RIGHTS OF THE
ADMINISTRATIVE AGENT AND THE LENDERS HEREUNDER, INCLUDING ATTORNEY COSTS TO THE
PAYMENT IN WHOLE OR IN PART OF THE OBLIGATIONS, IN SUCH ORDER AS THE
ADMINISTRATIVE AGENT MAY ELECT, AND ONLY AFTER SUCH APPLICATION AND AFTER THE
PAYMENT BY THE ADMINISTRATIVE AGENT OF ANY OTHER AMOUNT REQUIRED BY ANY
PROVISION OF LAW, NEED THE ADMINISTRATIVE AGENT ACCOUNT FOR THE SURPLUS, IF ANY,
TO ANY GRANTOR. TO THE EXTENT PERMITTED BY APPLICABLE LAW, EACH GRANTOR WAIVES
ALL CLAIMS, DAMAGES AND DEMANDS IT MAY ACQUIRE AGAINST THE ADMINISTRATIVE AGENT
OR ANY LENDER ARISING OUT OF THE EXERCISE BY THEM OF ANY RIGHTS HEREUNDER. IF
ANY NOTICE OF A PROPOSED SALE OR OTHER DISPOSITION OF COLLATERAL SHALL BE
REQUIRED BY LAW, SUCH NOTICE SHALL BE DEEMED REASONABLE AND PROPER IF GIVEN AT
LEAST 10 DAYS BEFORE SUCH SALE OR OTHER DISPOSITION.
6.7
REMEDIES REGARDING PLEDGED EQUITY. (A) EACH GRANTOR RECOGNIZES
THAT THE ADMINISTRATIVE AGENT MAY BE UNABLE TO EFFECT A PUBLIC SALE OF ANY OR
ALL THE PLEDGED EQUITY, BY REASON OF CERTAIN PROHIBITIONS CONTAINED IN THE
SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS OR OTHERWISE, AND MAY BE
COMPELLED TO RESORT TO ONE OR MORE PRIVATE SALES THEREOF TO A RESTRICTED GROUP
OF PURCHASERS WHICH WILL BE OBLIGED TO AGREE, AMONG OTHER THINGS, TO ACQUIRE
SUCH SECURITIES FOR THEIR OWN ACCOUNT FOR INVESTMENT AND NOT WITH A VIEW TO THE
DISTRIBUTION OR RESALE
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THEREOF. EACH GRANTOR ACKNOWLEDGES AND AGREES THAT ANY SUCH PRIVATE SALE MAY
RESULT IN PRICES AND OTHER TERMS LESS FAVORABLE THAN IF SUCH SALE WERE A PUBLIC
SALE AND, NOTWITHSTANDING SUCH CIRCUMSTANCES, AGREES THAT ANY SUCH PRIVATE SALE
SHALL BE DEEMED TO HAVE BEEN MADE IN A COMMERCIALLY REASONABLE MANNER. THE
ADMINISTRATIVE AGENT SHALL BE UNDER NO OBLIGATION TO DELAY A SALE OF ANY OF THE
PLEDGED EQUITY FOR THE PERIOD OF TIME NECESSARY TO PERMIT THE ISSUER THEREOF TO
REGISTER SUCH SECURITIES OR OTHER INTERESTS FOR PUBLIC SALE UNDER THE SECURITIES
ACT, OR UNDER