OR
(C) ANY EVENT OF DEFAULT SHALL OCCUR UNDER THE AMENDED AND RESTATED CREDIT
AGREEMENT.
SECTION 19.
REMEDIES ON DEFAULT.
UPON THE OCCURRENCE OF AN EVENT OF
DEFAULT AND AT ANY TIME THEREAFTER:
8
19(A)
THE SECURED PARTY MAY EXERCISE AND ENFORCE ANY AND ALL RIGHTS AND
REMEDIES AVAILABLE UPON DEFAULT TO A SECURED PARTY UNDER ARTICLE 9 OF THE
UNIFORM COMMERCIAL CODE AS IN EFFECT IN THE STATE OF MINNESOTA
19(B)
THE SECURED PARTY SHALL HAVE THE RIGHT TO ENTER UPON AND INTO AND
TAKE POSSESSION OF ALL OR SUCH PART OR PARTS OF THE PROPERTIES OF THE GRANTORS,
INCLUDING LANDS, PLANTS, BUILDINGS, EQUIPMENT, INVENTORY AND OTHER PROPERTY AS
MAY BE NECESSARY OR APPROPRIATE IN THE JUDGMENT OF THE SECURED PARTY TO PERMIT
OR ENABLE THE SECURED PARTY TO MANUFACTURE, PRODUCE, PROCESS, STORE OR SELL OR
COMPLETE THE MANUFACTURE, PRODUCTION, PROCESSING, STORING OR SALE OF ALL OR ANY
PART OF THE COLLATERAL, AS THE SECURED PARTY MAY ELECT, AND TO USE AND OPERATE
SAID PROPERTIES FOR SAID PURPOSES AND FOR SUCH LENGTH OF TIME AS THE SECURED
PARTY MAY DEEM NECESSARY OR APPROPRIATE FOR SAID PURPOSES WITHOUT THE PAYMENT OF
ANY COMPENSATION TO THE GRANTORS THEREFOR.
THE SECURED PARTY MAY REQUIRE THE
GRANTORS TO, AND THE GRANTORS HEREBY AGREE THAT THEY WILL, AT THEIR EXPENSE AND
UPON REQUEST OF THE SECURED PARTY FORTHWITH, ASSEMBLE ALL OR PART OF THE
COLLATERAL AS DIRECTED BY THE SECURED PARTY AND MAKE IT AVAILABLE TO THE SECURED
PARTY AT A PLACE OR PLACES TO BE DESIGNATED BY THE SECURED PARTY.
19(C)
ANY DISPOSITION OF COLLATERAL MAY BE IN ONE OR MORE PARCELS AT
PUBLIC OR PRIVATE SALE, AT ANY OF THE SECURED PARTY'S OFFICES OR ELSEWHERE, FOR
CASH, ON CREDIT, OR FOR FUTURE DELIVERY, AND UPON SUCH OTHER TERMS AS THE
SECURED PARTY MAY REASONABLY BELIEVE ARE COMMERCIALLY REASONABLE.
THE SECURED
PARTY SHALL NOT BE OBLIGATED TO DISPOSE OF COLLATERAL REGARDLESS OF NOTICE OF
SALE HAVING BEEN GIVEN, AND THE SECURED PARTY MAY ADJOURN ANY PUBLIC OR PRIVATE
SALE FROM TIME TO TIME BY ANNOUNCEMENT MADE AT THE TIME AND PLACE FIXED
THEREFOR, AND SUCH DISPOSITION MAY, WITHOUT FURTHER NOTICE, BE MADE AT THE TIME
AND PLACE TO WHICH IT WAS SO ADJOURNED.
19(D)
THE SECURED PARTY, FOR THE RATABLE BENEFIT OF THE SECURED PARTY AND
THE LENDERS, IS HEREBY GRANTED A LICENSE OR OTHER RIGHT TO USE, WITHOUT CHARGE,
ALL OF THE GRANTORS' PROPERTY, INCLUDING, WITHOUT LIMITATION, ALL OF THE
GRANTORS' LABELS, TRADEMARKS, COPYRIGHTS, PATENTS AND ADVERTISING MATTER, OR ANY
PROPERTY OF A SIMILAR NATURE, AS IT PERTAINS TO THE COLLATERAL, IN COMPLETING
PRODUCTION OF, ADVERTISING FOR SALE AND SELLING ANY COLLATERAL, AND THE
GRANTORS' RIGHTS UNDER ALL LICENSES AND ALL FRANCHISE AGREEMENTS SHALL INURE TO
THE BENEFIT OF THE SECURED PARTY, FOR THE RATABLE BENEFIT OF THE SECURED PARTY
AND THE LENDERS, UNTIL THE OBLIGATIONS ARE PAID IN FULL.
19(E)
IF NOTICE TO THE GRANTORS OF ANY INTENDED DISPOSITION OF COLLATERAL
OR ANY OTHER INTENDED ACTION IS REQUIRED BY LAW