IF MAILED, SHALL BE DEEMED PROPERLY AND REASONABLY GIVEN IF MAILED
AT LEAST TEN (10) DAYS BEFORE SUCH DISPOSITION, POSTAGE PREPAID, ADDRESSED TO US
EITHER AT OUR ADDRESS SHOWN HEREIN OR AT ANY ADDRESS APPEARING ON YOUR RECORDS
FOR US.
ANY PROCEEDS OF ANY DISPOSITION OF ANY OF THE COLLATERAL SHALL BE
APPLIED BY YOU TO THE PAYMENT OF ALL EXPENSES IN CONNECTION WITH THE SALE OF THE
COLLATERAL, INCLUDING REASONABLE ATTORNEYS' FEES AND OTHER LEGAL EXPENSES AND
DISBURSEMENTS AND THE REASONABLE EXPENSE OF RETAKING, HOLDING, PREPARING FOR
SALE, SELLING, AND THE LIKE, AND ANY BALANCE OF SUCH PROCEEDS MAY BE APPLIED BY
YOU TOWARD THE PAYMENT OF THE OBLIGATIONS IN SUCH ORDER OF APPLICATION AS YOU
MAY ELECT, AND WE SHALL BE LIABLE FOR ANY DEFICIENCY.
NOTWITHSTANDING THE
FOREGOING OR ANYTHING ELSE TO THE CONTRARY CONTAINED HEREIN, THE AFORESAID
RIGHTS ARE SUBJECT TO THE RIGHTS OF THE HOLDERS OF THE PERMITTED ENCUMBRANCES.
6.
IF WE DEFAULT IN THE PERFORMANCE OR FULFILLMENT OF ANY OF THE
TERMS, CONDITIONS, PROMISES, COVENANTS, PROVISIONS OR WARRANTIES ON OUR PART TO
BE PERFORMED OR FULFILLED UNDER OR PURSUANT TO THIS AGREEMENT, YOU MAY, AT YOUR
OPTION WITHOUT WAIVING YOUR RIGHT TO ENFORCE THIS AGREEMENT ACCORDING TO ITS
TERMS, IMMEDIATELY OR AT ANY TIME THEREAFTER AND WITHOUT NOTICE TO US, PERFORM
OR FULFILL THE SAME OR CAUSE THE PERFORMANCE OR FULFILLMENT OF THE SAME FOR OUR
ACCOUNT AND AT OUR SOLE COST AND EXPENSE, AND THE COST AND EXPENSE THEREOF
(INCLUDING REASONABLE ATTORNEYS' FEES) SHALL BE ADDED TO THE OBLIGATIONS AND
SHALL BE PAYABLE ON DEMAND WITH INTEREST THEREON AT THE THEN APPLICABLE INTEREST
RATE ON THE OBLIGATIONS..
7.
WE APPOINT YOU, ANY OF YOUR OFFICERS, EMPLOYEES OR ANY OTHER
PERSON OR ENTITY WHOM YOU MAY DESIGNATE AS OUR ATTORNEY, WITH POWER TO EXECUTE
SUCH DOCUMENTS IN OUR BEHALF THAT WE ARE REQUIRED TO EXECUTE IN ACCORDANCE
HEREWITH AND TO SUPPLY ANY OMITTED INFORMATION AND CORRECT PATENT ERRORS IN ANY
DOCUMENTS EXECUTED BY US OR ON OUR BEHALF; AND TO FILE FINANCING STATEMENTS
AGAINST US COVERING THE COLLATERAL.
WE HEREBY RATIFY AND APPROVE ALL ACTS OF
THE ATTORNEY AND NEITHER YOU NOR THE ATTORNEY WILL BE LIABLE FOR ANY ACTS OF
COMMISSION OR OMISSION, NOR FOR ANY ERROR OF JUDGMENT OR MISTAKE OF FACT OR LAW
OTHER THAN GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
THIS POWER BEING COUPLED
WITH AN INTEREST, IS IRREVOCABLE SO LONG AS ANY OBLIGATIONS REMAINS UNPAID.
8.
NO DELAY OR FAILURE ON YOUR PART IN EXERCISING ANY RIGHT,
PRIVILEGE OR OPTION HEREUNDER SHALL OPERATE AS A WAIVER OF SUCH OR OF ANY OTHER
RIGHT, PRIVILEGE, REMEDY OR OPTION, AND NO WAIVER WHATEVER SHALL BE VALID UNLESS
IN WRITING, SIGNED BY YOU AND THEN ONLY TO THE EXTENT THEREIN SET FORTH, AND NO
WAIVER BY YOU OF ANY DEFAULT SHALL OPERATE AS A WAIVER OF ANY OTHER DEFAULT OR
OF THE SAME DEFAULT ON A FUTURE OCCASION.
YOUR BOOKS AND RECORDS CONTAINING
ENTRIES WITH RESPECT TO THE OBLIGATIONS SHALL BE ADMISSIBLE IN EVIDENCE