SAME MANNER AS THE LENDER DEALS WITH
SIMILAR SECURITIES AND PROPERTY FOR ITS OWN ACCOUNT, EXCEPT THAT THE LENDER
SHALL HAVE NO OBLIGATION TO INVEST FUNDS HELD IN ANY COLLATERAL ACCOUNT AND MAY
HOLD THE SAME AS DEMAND DEPOSITS.
NEITHER THE LENDER NOR ANY OF ITS DIRECTORS,
OFFICERS, EMPLOYEES OR AGENTS SHALL BE LIABLE FOR FAILURE TO DEMAND, COLLECT OR
REALIZE UPON ANY OF THE PLEDGED COLLATERAL OR FOR ANY DELAY IN DOING SO OR SHALL
BE UNDER ANY OBLIGATION TO SELL OR OTHERWISE DISPOSE OF ANY PLEDGED COLLATERAL
UPON THE REQUEST OF THE PLEDGORS OR ANY OTHER PERSON OR TO TAKE ANY OTHER ACTION
WHATSOEVER WITH REGARD TO THE PLEDGED COLLATERAL OR ANY PART THEREOF.
13.
EXECUTION OF FINANCING STATEMENTS.
PURSUANT TO SECTION 9-402 OF
THE CODE, EACH PLEDGOR HEREBY AUTHORIZES THE LENDER TO FILE FINANCING STATEMENTS
WITH RESPECT TO THE PLEDGED COLLATERAL WITHOUT THE SIGNATURE OF SUCH PLEDGOR IN
SUCH FORM AND IN SUCH FILING OFFICES AS THE LENDER REASONABLY DETERMINES
APPROPRIATE TO PERFECT THE SECURITY INTERESTS OF THE LENDER UNDER THIS PLEDGE
AGREEMENT.
EACH PLEDGOR HEREBY SPECIFICALLY AUTHORIZES LENDER TO FILE FINANCING
STATEMENTS WHICH LIST THE COLLATERAL AS BEING ALL ASSETS OF SUCH PLEDGOR (WHICH
IS THE NAMED "DEBTOR" THEREON).
A CARBON, PHOTOGRAPHIC OR OTHER REPRODUCTION OF
THIS PLEDGE AGREEMENT SHALL BE SUFFICIENT AS A FINANCING STATEMENT FOR FILING IN
ANY JURISDICTION.
14.
POWERS COUPLED WITH AN INTEREST.
ALL AUTHORIZATIONS AND AGENCIES
HEREIN CONTAINED WITH RESPECT TO THE PLEDGED COLLATERAL ARE IRREVOCABLE AND
POWERS COUPLED WITH AN INTEREST.
15.
NOTICES.
NOTICES, REQUESTS AND DEMANDS TO OR UPON THE LENDER OR
THE PLEDGORS HEREUNDER SHALL BE EFFECTED IN THE MANNER SET FORTH IN SECTION 10.6
OF THE LOAN AGREEMENT.
16.
SEVERABILITY.
ANY PROVISION OF THIS PLEDGE AGREEMENT WHICH IS
PROHIBITED OR UNENFORCEABLE IN ANY JURISDICTION SHALL, AS TO SUCH JURISDICTION,
BE INEFFECTIVE TO THE EXTENT OF SUCH PROHIBITION OR UNENFORCEABILITY WITHOUT
INVALIDATING THE REMAINING PROVISIONS HEREOF, AND ANY SUCH PROHIBITION OR
UNENFORCEABILITY IN ANY JURISDICTION SHALL NOT INVALIDATE OR RENDER
UNENFORCEABLE SUCH PROVISION IN ANY OTHER JURISDICTION.
17.
PARAGRAPH HEADINGS.
THE PARAGRAPH HEADINGS USED IN THIS PLEDGE
AGREEMENT ARE FOR CONVENIENCE OF REFERENCE ONLY AND ARE NOT TO AFFECT THE
CONSTRUCTION HEREOF OR BE TAKEN INTO CONSIDERATION IN THE INTERPRETATION HEREOF.
18.
NO WAIVER; CUMULATIVE REMEDIES.
THE LENDER SHALL NOT BY ANY ACT
(EXCEPT BY A WRITTEN INSTRUMENT PURSUANT TO SECTION 19 HEREOF), DELAY,
INDULGENCE, OMISSION OR OTHERWISE BE DEEMED TO
10
HAVE WAIVED ANY RIGHT OR REMEDY HEREUNDER OR TO HAVE ACQUIESCED IN ANY DEFAULT
OR EVENT OF DEFAULT OR IN ANY BREACH OF ANY OF THE TERMS AND CONDITIONS HEREOF.
NO FAILURE TO EXERCISE, NOR ANY DELAY IN EXERCISING, ON THE PART OF THE LENDER,
ANY RIGHT, POWER OR PRIVILEGE HEREUNDER SHALL OPERATE AS A WAIVER THEREOF.
NO
SINGLE OR PARTIAL EXERCISE OF ANY RIGHT, POWER OR PRIVILEGE HEREUNDER SHALL
PRECLUDE ANY OTHER OR FURTHER EXERCISE THEREOF OR THE EXERCISE OF ANY OTHER
RIGHT, POWER OR PRIVILEGE.
A WAIVER BY THE LENDER OF ANY RIGHT