Common use of Collection; Foreclosure Clause in Contracts

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan Party. Agent may require any Loan Party to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan Party. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interest), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties or their representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ US-DOCS\132047445.10 prior written notice to such Loan Party▇▇▇▇▇▇▇▇. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interest), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interest), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCCUCC and/or the PPSA.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders Lenders, ratably, in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestsubject to increase in accordance with Section 2.3), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable and documented out-of-pocket costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate any default rate interest), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyAgent. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ Lender’s reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestsubject to increase in accordance with Section 2.4), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ Lender’s reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate default rate interest), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ Lender’s reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interest), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligationsobligations and obligations that are stated to survive the payment of the Secured Obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: ​ First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ ▇▇▇▇▇▇’s reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestany default rate interest pursuant to Section 2.4), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and may at the direction of the Required Lenders shallLenders, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the CollateralCollateral in accordance with applicable law, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan Party. Agent may require any Loan Party to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan Party. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ ▇▇▇▇▇▇’s reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestdefault interest rate), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties or their representatives or as a court of competent jurisdiction may direct. |US-DOCS\138581207.1138581207.7|| Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyAgent. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ Lender’s reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, principal and interest, and the Default Rate interestsubject to increase in accordance with Section 2.4), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ Lender’s reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interest), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties or their representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.the

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable Lender’s costs and professionals’ ' and advisors’ ' fees and expenses as described in in. Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interest), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations)Obligations, to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ Lender’s reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestinterest pursuant to Section 2.3), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. ny-2659060 Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interest), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestdefault rate of interest set forth in Section 2.4), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCCUCC and/or the PPSA.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestdefault rate interest set forth in Section 2.4), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrowers. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrowers. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable and documented out-of-pocket costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestdefault rate interest pursuant to Section 2.4), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties a Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestInterest pursuant to Section 2.4), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower Representative. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyAgent. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full Agent’s and the Lenders’ Lender’s reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interestsubject to increase in accordance with Section 2.3), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrowers or their each of its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent Lender may, and at the direction of the Required Lenders shall, at any time or from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent Lender may elect, provided such action or actions are not prohibited under applicable law. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent Lender may require any Loan Party Borrower to assemble the Collateral and make it available to Agent Lender at a place designated by Agent Lender that is reasonably convenient to Agent Lender and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent Lender in the following order of priorities: First, to Agent and the Lenders Lender in an amount sufficient to pay in full AgentLender’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.1211.11; sf-4553578 Second, to the Lenders Lender in an amount equal to the then unpaid amount of the Secured Obligations (including principal, interest, and the Default Rate interest), in such order and priority as Agent Lender may choose in its sole discretion; and Finally, after the full full, final, and final indefeasible payment in Cash of all of the Secured Obligations (other than inchoate obligations)Obligations, to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent Lender shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.

Collection; Foreclosure. Upon the occurrence and during the continuance of any Event of Default, Agent may, and at the direction of the Required Lenders shall, at any time or 46 sf-5987948 from time to time, apply, collect, liquidate, sell in one or more sales, lease or otherwise dispose of, any or all of the Collateral, in its then condition or following any commercially reasonable preparation or processing, in such order as Agent may elect. Any such sale may be made either at public or private sale at its place of business or elsewhere. Each Loan Party Borrower agrees that any such public or private sale may occur upon ten (10) calendar days’ prior written notice to such Loan PartyBorrower. Agent may require any Loan Party Borrower to assemble the Collateral and make it available to Agent at a place designated by Agent that is reasonably convenient to Agent and such Loan PartyBorrower. The proceeds of any sale, disposition or other realization upon all or any part of the Collateral shall be applied by Agent in the following order of priorities: First, to Agent and the Lenders in an amount sufficient to pay in full Agent’s and the Lenders’ reasonable costs and professionals’ and advisors’ fees and expenses as described in Section 11.12; sf-4553578 Second, to the Lenders Lenders, ratably, in an amount equal to the then unpaid amount of the Secured Obligations (including principal, principal and interest, and including, for the Default Rate interestavoidance of doubt, any interest required to be paid pursuant to Section 2.4), in such order and priority as Agent may choose in its sole discretion; and Finally, after the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), to any creditor holding a junior Lien on the Collateral, or to the Loan Parties Borrower or their its representatives or as a court of competent jurisdiction may direct. Agent shall be deemed to have acted reasonably in the custody, preservation and disposition of any of the Collateral if it complies with the obligations of a secured party under the UCC.