TRADE SECRETS, TRADE NAMES, TRADEMARKS, AND ADVERTISING MATTER, OR ANY SIMILAR
PROPERTY AS IT PERTAINS TO THE COLLATERAL, IN COMPLETING PRODUCTION OF,
ADVERTISING FOR SALE, AND SELLING ANY COLLATERAL AND, IN CONNECTION WITH BANK'S
EXERCISE OF ITS RIGHTS UNDER THIS SECTION 9.1, BORROWER'S RIGHTS UNDER ALL
LICENSES AND ALL FRANCHISE AGREEMENTS INURE TO BANK'S BENEFIT;
(I)
PLACE A "HOLD" ON ANY ACCOUNT MAINTAINED WITH BANK (OTHER THAN
ACCOUNTS DESIGNATED SOLELY FOR, AND USED EXCLUSIVELY FOR, PAYROLL) AND/OR
DELIVER A NOTICE OF EXCLUSIVE CONTROL, ANY ENTITLEMENT ORDER, OR OTHER
DIRECTIONS OR INSTRUCTIONS PURSUANT TO ANY CONTROL AGREEMENT OR SIMILAR
AGREEMENTS PROVIDING CONTROL OF ANY COLLATERAL;
(J)
DEMAND AND RECEIVE POSSESSION OF BORROWER'S BOOKS; AND
17
(K)
EXERCISE ALL RIGHTS AND REMEDIES AVAILABLE TO BANK UNDER THE LOAN
DOCUMENTS OR AT LAW OR EQUITY, INCLUDING ALL REMEDIES PROVIDED UNDER THE CODE
(INCLUDING DISPOSAL OF THE COLLATERAL PURSUANT TO THE TERMS THEREOF).
9.2
PROTECTIVE PAYMENTS.
IF BORROWER FAILS TO OBTAIN THE INSURANCE
CALLED FOR BY SECTION 6.4 OF THIS AGREEMENT OR FAILS TO PAY ANY PREMIUM THEREON
OR FAILS TO PAY ANY OTHER AMOUNT WHICH BORROWER IS OBLIGATED TO PAY UNDER THIS
AGREEMENT OR ANY OTHER LOAN DOCUMENT, BANK MAY OBTAIN SUCH INSURANCE OR MAKE
SUCH PAYMENT, AND ALL AMOUNTS SO PAID BY BANK ARE BANK EXPENSES AND IMMEDIATELY
DUE AND PAYABLE, BEARING INTEREST AT THE THEN HIGHEST RATE APPLICABLE TO THE
OBLIGATIONS, AND SECURED BY THE COLLATERAL.
BANK WILL MAKE REASONABLE EFFORTS
TO PROVIDE BORROWER WITH NOTICE OF BANK OBTAINING SUCH INSURANCE AT THE TIME IT
IS OBTAINED OR WITHIN A REASONABLE TIME THEREAFTER.
NO PAYMENTS BY BANK ARE
DEEMED AN AGREEMENT TO MAKE SIMILAR PAYMENTS IN THE FUTURE OR BANK'S WAIVER OF
ANY EVENT OF DEFAULT.
9.3
BANK'S LIABILITY FOR COLLATERAL.
SO LONG AS BANK COMPLIES WITH
APPLICABLE LAW AND REASONABLE BANKING PRACTICES REGARDING THE SAFEKEEPING OF THE
COLLATERAL IN THE POSSESSION OR UNDER THE CONTROL OF BANK, BANK SHALL NOT BE
LIABLE OR RESPONSIBLE FOR: (A) THE SAFEKEEPING OF THE COLLATERAL; (B) ANY LOSS
OR DAMAGE TO THE COLLATERAL; (C) ANY DIMINUTION IN THE VALUE OF THE COLLATERAL;
OR (D) ANY ACT OR DEFAULT OF ANY CARRIER, WAREHOUSEMAN, BAILEE, OR OTHER
PERSON.
BORROWER BEARS ALL RISK OF LOSS, DAMAGE OR DESTRUCTION OF THE
COLLATERAL.
9.4
NO WAIVER; REMEDIES CUMULATIVE.
BANK'S FAILURE, AT ANY TIME OR
TIMES, TO REQUIRE STRICT PERFORMANCE BY BORROWER OF ANY PROVISION OF THIS
AGREEMENT OR ANY OTHER LOAN DOCUMENT SHALL NOT WAIVE, AFFECT, OR DIMINISH ANY
RIGHT OF BANK THEREAFTER TO DEMAND STRICT PERFORMANCE AND COMPLIANCE HEREWITH OR
THEREWITH.
NO WAIVER HEREUNDER SHALL BE EFFECTIVE UNLESS SIGNED BY THE PARTY
GRANTING THE WAIVER AND THEN IS ONLY EFFECTIVE FOR THE SPECIFIC INSTANCE AND
PURPOSE FOR WHICH IT IS GIVEN.
BANK'S RIGHTS AND REMEDIES UNDER THIS AGREEMENT
AND THE OTHER LOAN DOCUMENTS ARE CUMULATIVE.
BANK HAS ALL RIGHTS AND REMEDIES
PROVIDED UNDER THE CODE, BY LAW, OR IN EQUITY.
BANK'S EXERCISE OF ONE RIGHT OR
REMEDY IS NOT AN ELECTION AND SHALL NOT PRECLUDE BANK FROM