OF A TYPE CUSTOMARILY SOLD ON A
RECOGNIZED MARKET (IN WHICH EVENT THE ADMINISTRATIVE AGENT SHALL PROVIDE THE
GRANTORS SUCH NOTICE AS MAY BE PRACTICABLE UNDER THE CIRCUMSTANCES), THE
ADMINISTRATIVE AGENT SHALL GIVE THE GRANTORS AT LEAST 10 DAYS' PRIOR WRITTEN
NOTICE, BY AUTHENTICATED RECORD, OF THE DATE, TIME AND PLACE OF ANY PROPOSED
PUBLIC SALE, AND OF THE DATE AFTER WHICH ANY PRIVATE SALE OR OTHER DISPOSITION
OF THE COLLATERAL MAY BE MADE.
EACH GRANTOR AGREES THAT SUCH WRITTEN NOTICE
SHALL SATISFY ALL REQUIREMENTS FOR NOTICE TO THAT GRANTOR WHICH ARE IMPOSED
UNDER THE PPSA OR OTHER APPLICABLE LAW WITH RESPECT TO THE EXERCISE OF THE
ADMINISTRATIVE AGENT'S RIGHTS AND REMEDIES UPON DEFAULT.
THE ADMINISTRATIVE
AGENT SHALL NOT BE OBLIGATED TO MAKE ANY SALE OR OTHER DISPOSITION OF ANY
COLLATERAL IF IT SHALL DETERMINE NOT TO DO SO, REGARDLESS OF THE FACT THAT
NOTICE OF SALE OR OTHER DISPOSITION OF SUCH COLLATERAL SHALL HAVE BEEN GIVEN.
THE ADMINISTRATIVE AGENT MAY, WITHOUT NOTICE OR PUBLICATION, ADJOURN ANY PUBLIC
OR PRIVATE SALE OR CAUSE THE SAME TO BE ADJOURNED FROM TIME TO TIME BY
ANNOUNCEMENT AT THE TIME AND PLACE FIXED FOR SALE, AND SUCH SALE MAY, WITHOUT
FURTHER NOTICE, BE MADE AT THE TIME AND PLACE TO WHICH THE SAME WAS SO
ADJOURNED.
(H)
ANY PUBLIC SALE SHALL BE HELD AT SUCH TIME
OR TIMES WITHIN ORDINARY BUSINESS HOURS AND AT SUCH PLACE OR PLACES AS THE
ADMINISTRATIVE AGENT MAY FIX AND STATE IN THE NOTICE OF SUCH SALE.
AT ANY SALE
OR OTHER DISPOSITION, THE COLLATERAL, OR PORTION THEREOF, TO BE SOLD MAY BE SOLD
IN ONE LOT AS AN ENTIRETY OR IN SEPARATE PARCELS, AS THE ADMINISTRATIVE AGENT
MAY (IN ITS SOLE AND ABSOLUTE DISCRETION) DETERMINE.
IF ANY OF THE COLLATERAL
IS SOLD, LEASED OR OTHERWISE DISPOSED OF BY THE ADMINISTRATIVE AGENT ON CREDIT,
THE SECURED OBLIGATIONS SHALL NOT BE DEEMED TO HAVE BEEN REDUCED AS A RESULT
THEREOF UNLESS AND UNTIL PAYMENT IS FINALLY RECEIVED THEREON BY THE
ADMINISTRATIVE AGENT.
(I)
AT ANY PUBLIC (OR, TO THE EXTENT
PERMITTED BY APPLICABLE LAW, PRIVATE) SALE MADE PURSUANT TO THIS SECTION 6.01,
THE ADMINISTRATIVE AGENT OR ANY OTHER CREDIT PARTY MAY BID FOR OR PURCHASE, FREE
(TO THE EXTENT PERMITTED BY APPLICABLE LAW) FROM ANY RIGHT OF REDEMPTION, STAY,
VALUATION OR APPRAISAL ON THE PART OF ANY GRANTOR,
23
THE COLLATERAL OR ANY PART THEREOF OFFERED FOR SALE AND MAY MAKE PAYMENT ON
ACCOUNT THEREOF BY USING ANY CLAIM THEN DUE AND PAYABLE TO THE ADMINISTRATIVE
AGENT OR SUCH OTHER CREDIT PARTY FROM ANY GRANTOR ON ACCOUNT OF THE SECURED
OBLIGATIONS AS A CREDIT AGAINST THE PURCHASE PRICE, AND THE ADMINISTRATIVE AGENT
OR SUCH OTHER CREDIT PARTY MAY, UPON COMPLIANCE WITH THE TERMS OF SALE, HOLD,
RETAIN AND DISPOSE OF SUCH PROPERTY WITHOUT FURTHER ACCOUNTABILITY TO ANY
GRANTOR THEREFOR.
(J)
FOR PURPOSES HEREOF, A WRITTEN AGREEMENT
TO PURCHASE THE COLLATERAL OR ANY PORTION THEREOF SHALL BE TREATED AS A SALE
THEREOF.
THE ADMINISTRATIVE AGENT SHALL BE FREE TO