PROHIBITED BY APPLICABLE LAWS AND
REGULATIONS, PROVIDED THAT WITHIN TEN (10) DAYS AFTER THE COMMENCEMENT OF ANY
SUCH PERIOD OF TIME, BORROWER PLEDGES TO THE BANK CASH, CASH EQUIVALENTS, OR A
LETTER OF CREDIT ISSUED BY A FINANCIAL INSTITUTION OTHER THAN THE BANK THAT IS
REASONABLY SATISFACTORY TO THE BANK EQUAL TO THE FAIR MARKET VALUE OF SUCH
COLLATERAL AS ADDITIONAL SECURITY FOR THE OBLIGATIONS.
(D)
AT ANY TIME COLLATERAL IS IN THE BANK'S
POSSESSION, THE BORROWER SHALL PAY, OR PROMPTLY REIMBURSE THE BANK ON DEMAND
FOR, ALL REASONABLE COSTS AND EXPENSES (INCLUDING THE COST OF ANY INSURANCE AND
PAYMENT OF TAXES OR OTHER CHARGES) INCURRED IN THE CUSTODY, PRESERVATION, USE OR
OPERATION OF THE COLLATERAL, AND THE OBLIGATION TO REIMBURSE ALL SUCH COSTS AND
EXPENSES SHALL BE SECURED HEREBY.
SECTION 10.6.
DISPOSITION OF THE COLLATERAL.
AFTER THE OCCURRENCE AND DURING
THE CONTINUANCE OF ANY EVENT OF DEFAULT, THE BANK MAY SELL, ASSIGN, LEASE, GIVE
AN OPTION OR OPTIONS TO PURCHASE OR OTHERWISE DISPOSE OF ALL OR ANY PART OF THE
COLLATERAL (OR CONTRACT TO DO ANY OF THE FOREGOING) UNDER ONE OR MORE CONTRACTS,
AGREEMENTS OR AS AN ENTIRETY, AND WITHOUT THE NECESSITY OF GATHERING AT THE
LOCATION OF SALE THE PROPERTY TO BE SOLD, AT PUBLIC OR PRIVATE SALE OR SALES,
CONDUCTED BY ANY OFFICER, NOMINEE OR AGENT OF, OR AUCTIONEER OR ATTORNEY FOR,
THE BANK AT ANY LOCATION OF ANY THIRD PARTY CONDUCTING OR OTHERWISE INVOLVED IN
SUCH SALE OR ANY OFFICE OF THE BANK OR OTHER LOCATION AND IN GENERAL IN SUCH
MANNER, AT SUCH TIME OR TIMES AND UPON SUCH TERMS AND CONDITIONS AND AT SUCH
PRICE AS THE BANK MAY CONSIDER COMMERCIALLY REASONABLE, FOR CASH OR ON CREDIT OR
FOR FUTURE DELIVERY WITHOUT ASSUMPTION OF ANY CREDIT RISK.
ANY OF THE
COLLATERAL MAY BE SOLD, LEASED, ASSIGNED OR OPTIONS OR CONTRACTS ENTERED TO DO
SO, OR OTHERWISE DISPOSED OF, IN THE CONDITION IN WHICH SUCH COLLATERAL EXISTED
WHEN TAKEN BY THE BANK OR AFTER ANY OVERHAUL OR REPAIR WHICH THE BANK SHALL
DETERMINE TO BE COMMERCIALLY REASONABLE.
ANY SUCH DISPOSITION WHICH SHALL BE A
PRIVATE SALE OR OTHER PRIVATE PROCEEDING SHALL BE MADE UPON NOT LESS THAN TEN
(10) DAYS ADVANCE WRITTEN NOTICE TO THE BORROWER DESCRIBING THE TIME AFTER WHICH
SUCH DISPOSITION IS TO BE MADE AND THE INTENDED SALE PRICE OR OTHER
CONSIDERATION THEREFOR.
ANY SUCH
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DISPOSITION WHICH SHALL BE A PUBLIC SALE SHALL BE MADE UPON NOT LESS THAN TEN
(10) DAYS ADVANCE WRITTEN NOTICE TO THE BORROWER (WHICH THE BORROWER HEREBY
ACKNOWLEDGES AND AGREES TO BE COMMERCIALLY REASONABLE) SPECIFYING THE TIME AND
PLACE OF SUCH SALE AND, IN THE ABSENCE OF APPLICABLE REQUIREMENTS OF LAW TO THE
CONTRARY, SHALL BE BY PUBLIC AUCTION, AFTER PUBLICATION OF NOTICE OF SUCH
AUCTION NOT LESS THAN TEN (10) DAYS PRIOR THERETO.
TO THE FULLEST EXTENT
PERMITTED BY APPLICABLE LAW, THE BANK MAY BID FOR AND BECOME THE PURCHASER OF
THE COLLATERAL OR ANY ITEM THEREOF, OFFERED FOR SALE IN ACCORDANCE WITH