TERMS OF THE SWAP
AGREEMENT.
(F)
NOTWITHSTANDING THE FOREGOING, THE LENDER SHALL NOT BE REQUIRED
TO (I) MAKE ANY DEMAND UPON, OR PURSUE OR EXHAUST ANY OF THEIR RIGHTS OR
REMEDIES AGAINST, THE GRANTOR, ANY OTHER OBLIGOR, GUARANTOR, PLEDGOR OR ANY
OTHER PERSON WITH RESPECT TO THE PAYMENT OF THE SECURED OBLIGATIONS OR TO PURSUE
OR EXHAUST ANY OF THEIR RIGHTS OR REMEDIES WITH RESPECT TO ANY COLLATERAL
THEREFOR OR ANY DIRECT OR INDIRECT GUARANTEE THEREOF, (II) MARSHAL THE
COLLATERAL OR ANY GUARANTEE OF THE SECURED OBLIGATIONS OR TO RESORT TO THE
COLLATERAL OR ANY SUCH GUARANTEE IN ANY PARTICULAR ORDER, OR (III) EFFECT A
PUBLIC SALE OF ANY COLLATERAL.
(G)
THE GRANTOR RECOGNIZES THAT THE LENDER MAY BE UNABLE TO EFFECT A
PUBLIC SALE OF ANY OR ALL THE PLEDGED COLLATERAL AND MAY BE COMPELLED TO RESORT
TO ONE OR MORE PRIVATE SALES THEREOF IN ACCORDANCE WITH CLAUSE (A) ABOVE.
THE
GRANTOR ALSO ACKNOWLEDGES THAT ANY PRIVATE SALE MAY RESULT IN PRICES AND OTHER
TERMS LESS FAVORABLE TO THE SELLER THAN IF SUCH SALE WERE A PUBLIC SALE AND,
NOTWITHSTANDING SUCH CIRCUMSTANCES, AGREES THAT ANY SUCH PRIVATE SALE SHALL NOT
BE DEEMED TO HAVE BEEN MADE IN A COMMERCIALLY UNREASONABLE MANNER SOLELY BY
VIRTUE OF SUCH SALE BEING PRIVATE.
THE LENDER SHALL BE UNDER NO OBLIGATION TO
DELAY A SALE OF ANY OF THE PLEDGED COLLATERAL FOR THE PERIOD OF TIME NECESSARY
TO PERMIT THE GRANTOR OR THE ISSUER OF THE PLEDGED COLLATERAL TO REGISTER SUCH
SECURITIES FOR PUBLIC SALE UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR
UNDER APPLICABLE STATE SECURITIES LAWS, EVEN IF THE GRANTOR AND THE ISSUER WOULD
AGREE TO DO SO.
5.3.
GRANTOR'S OBLIGATIONS UPON DEFAULT.
UPON THE REQUEST OF THE
LENDER AFTER THE OCCURRENCE OF A DEFAULT, THE GRANTOR WILL:
(A)
ASSEMBLE AND MAKE AVAILABLE TO THE LENDER THE COLLATERAL AND ALL
BOOKS AND RECORDS RELATING THERETO AT ANY PLACE OR PLACES SPECIFIED BY THE
LENDER, WHETHER AT THE GRANTOR'S PREMISES OR ELSEWHERE;
(B)
PERMIT THE LENDER, BY THE LENDER'S REPRESENTATIVES AND AGENTS, TO
ENTER, OCCUPY AND USE
ANY PREMISES WHERE ALL OR ANY PART OF THE COLLATERAL, OR
THE BOOKS AND RECORDS RELATING THERETO, OR BOTH, ARE LOCATED, TO TAKE POSSESSION
OF ALL OR ANY PART OF THE COLLATERAL OR THE BOOKS AND RECORDS RELATING THERETO,
OR BOTH, TO REMOVE ALL OR ANY PART OF THE COLLATERAL OR THE BOOKS AND RECORDS
RELATING THERETO, OR BOTH, AND TO CONDUCT SALES OF THE COLLATERAL, WITHOUT ANY
OBLIGATION TO PAY THE GRANTOR FOR SUCH USE AND OCCUPANCY;
17
(C)
PREPARE AND FILE, OR CAUSE AN ISSUER OF PLEDGED COLLATERAL TO
PREPARE AND FILE, WITH THE SECURITIES AND EXCHANGE COMMISSION OR ANY OTHER
APPLICABLE GOVERNMENT AGENCY, REGISTRATION STATEMENTS, A PROSPECTUS AND SUCH
OTHER DOCUMENTATION IN CONNECTION WITH THE PLEDGED COLLATERAL AS THE LENDER MAY
REQUEST, ALL IN FORM AND SUBSTANCE SATISFACTORY TO THE LENDER, AND FURNISH TO
THE LENDER, OR CAUSE AN ISSUER OF PLEDGED COLLATERAL TO FURNISH TO THE LENDER,
ANY INFORMATION REGARDING