ANY GRANTOR TO PROVIDE AND MAINTAIN INSURANCE AS HEREIN PROVIDED, THE PURCHASERS
MAY, AT THEIR OPTION, PROVIDE SUCH INSURANCE AND CHARGE THE AMOUNT THEREOF TO
THE GRANTOR. EACH GRANTOR SHALL FURNISH THE PURCHASERS WITH CERTIFICATES OF
INSURANCE AND POLICIES EVIDENCING COMPLIANCE WITH THE FOREGOING INSURANCE
PROVISION.
12.
COLLATERAL PROTECTION EXPENSES; PRESERVATION OF COLLATERAL.
12.1.
EXPENSES INCURRED BY PURCHASERS. IN THEIR DISCRETION, THE PURCHASERS
MAY DISCHARGE ENCUMBRANCES AT ANY TIME LEVIED OR PLACED ON ANY OF THE COLLATERAL
(OTHER THAN TO THE EXTENT CONSTITUTING PERMITTED LIENS), MAKE REPAIRS THERETO
AND PAY ANY NECESSARY FILING FEES OR, IF ANY GRANTOR FAILS TO DO SO, INSURANCE
PREMIUMS. EACH GRANTOR AGREES TO REIMBURSE THE PURCHASERS ON DEMAND FOR ANY AND
ALL EXPENDITURES SO MADE. THE PURCHASERS SHALL HAVE NO OBLIGATION TO THE
GRANTORS TO MAKE ANY SUCH EXPENDITURES, NOR SHALL THE MAKING THEREOF RELIEVE THE
GRANTOR OF ANY DEFAULT. ANY EXPENSES INCURRED UNDER THIS SECTION 12 SHALL
CONSTITUTE OBLIGATIONS.
12.2.
PURCHASERS' OBLIGATIONS AND DUTIES. ANYTHING HEREIN TO THE CONTRARY
NOTWITHSTANDING, EACH GRANTOR SHALL REMAIN LIABLE UNDER EACH CONTRACT OR
AGREEMENT COMPRISED IN THE COLLATERAL TO BE OBSERVED OR PERFORMED BY THE GRANTOR
THEREUNDER. THE PURCHASERS SHALL NOT HAVE ANY OBLIGATION OR LIABILITY UNDER ANY
SUCH CONTRACT OR AGREEMENT BY REASON OF OR ARISING OUT OF THIS AGREEMENT OR THE
RECEIPT BY THE PURCHASERS OF ANY PAYMENT RELATING TO ANY OF THE COLLATERAL, NOR
SHALL THE PURCHASERS BE OBLIGATED IN ANY MANNER TO PERFORM ANY OF THE
OBLIGATIONS OF THE GRANTOR UNDER OR PURSUANT TO ANY SUCH CONTRACT OR AGREEMENT,
TO MAKE INQUIRY AS TO THE NATURE OR SUFFICIENCY OF ANY PAYMENT RECEIVED BY THE
PURCHASERS IN RESPECT OF THE COLLATERAL OR AS TO THE SUFFICIENCY OF ANY
PERFORMANCE BY ANY PARTY UNDER ANY SUCH CONTRACT OR AGREEMENT, TO PRESENT OR
FILE ANY CLAIM, TO TAKE ANY ACTION TO ENFORCE ANY PERFORMANCE OR TO COLLECT THE
PAYMENT OF ANY AMOUNTS WHICH MAY HAVE BEEN ASSIGNED TO THE PURCHASERS OR TO
WHICH THE PURCHASERS MAY BE ENTITLED AT ANY TIME OR TIMES. THE PURCHASERS' SOLE
DUTY WITH RESPECT TO THE CUSTODY, SAFE KEEPING AND PHYSICAL PRESERVATION OF THE
COLLATERAL IN THEIR POSSESSION, UNDER §9-207 OF THE UNIFORM COMMERCIAL CODE OF
THE STATE OR OTHERWISE, SHALL BE TO DEAL WITH SUCH COLLATERAL IN THE SAME MANNER
AS THE PURCHASERS DEAL WITH SIMILAR PROPERTY FOR THEIR OWN ACCOUNTS.
13.
SECURITIES AND DEPOSITS. THE PURCHASERS MAY AT ANY TIME FOLLOWING
AND DURING THE CONTINUANCE OF AN EVENT OF DEFAULT, AT THEIR OPTION, TRANSFER TO
THEMSELVES OR ANY NOMINEE ANY SECURITIES CONSTITUTING COLLATERAL, RECEIVE ANY
INCOME THEREON AND HOLD SUCH INCOME AS ADDITIONAL COLLATERAL OR APPLY IT TO THE
OBLIGATIONS. WHETHER OR NOT ANY
10
OBLIGATIONS ARE DUE, THE PURCHASERS MAY FOLLOWING AND DURING THE CONTINUANCE OF
AN EVENT OF DEFAULT DEMAND, SUE FOR, COLLECT, OR MAKE ANY SETTLEMENT OR
COMPROMISE WHICH IT DEEMS DESIRABLE WITH RESPECT TO THE COLLATERAL. REGARDLESS
OF THE ADEQUACY OF COLLATERAL OR ANY OTHER SECURITY FOR THE OBLIGATIONS, ANY
DEPOSITS OR OTHER SUMS AT