Common use of Public or Private Sale Clause in Contracts

Public or Private Sale. If after 60 days following the expiration of this Agreement Customer has failed to schedule the withdrawal of the Inventory from the Facility, Operator may liquidate the Inventory through one or more sales or other dispositions with such notice, if any, as may be required under Applicable Law, free from any claim or right of any nature whatsoever of Customer, including any equity or right of redemption by Customer (with Operator, or its affiliates, having the right to purchase any or all of the Inventory to be sold) and to apply the proceeds from the liquidation of the Inventory to any amounts payable by Customer to Operator, including all expenses of the sale and accrued fees (storage and otherwise), costs and charges hereunder. Customer shall pay and reimburse Operator upon demand for all reasonable costs and expenses (including reasonable attorneys’ fees and expenses) that Operator may incur in connection with: (i) the custody, use or preservation of, or the sale of, collection from or other realization upon, any of the Inventory, including the reasonable expenses of re‑taking, holding, preparing for sale or lease, selling or otherwise disposing of or realizing on the Inventory; and (ii) the exercise or enforcement of any rights or remedies granted by this Agreement or otherwise available to it at law or in equity. This Section 6.3 of the GTCs shall survive the expiration of the Term or the termination of this Agreement. SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH FIVE ASTERISKS (*****).

Public or Private Sale. If after 60 days following the expiration of this Agreement Customer has failed to schedule the withdrawal of the Inventory from the Facility, Operator may liquidate the Inventory through one or more sales or other SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN GRANTED. THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH FIVE ASTERISKS (*****). dispositions with such notice, if any, as may be required under Applicable Law, free from any claim or right of any nature whatsoever of Customer, including any equity or right of redemption by Customer (with Operator, or its affiliates, having the right to purchase any or all of the Inventory to be sold) and to apply the proceeds from the liquidation of the Inventory to any amounts payable by Customer to Operator, including all expenses of the sale and accrued fees (storage and otherwise), costs and charges hereunder. Customer shall pay and reimburse Operator upon demand for all reasonable costs and expenses (including reasonable attorneys’ fees and expenses) that Operator may incur in connection with: (i) the custody, use or preservation of, or the sale of, collection from or other realization upon, any of the Inventory, including the reasonable expenses of re‑taking, holding, preparing for sale or lease, selling or otherwise disposing of or realizing on the Inventory; and (ii) the exercise or enforcement of any rights or remedies granted by this Agreement or otherwise available to it at law or in equity. This Section 6.3 of the GTCs shall survive the expiration of the Term or the termination of this Agreement. SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH FIVE ASTERISKS (*****).

Public or Private Sale. If after 60 days following the expiration (a) The Pledgor by its execution of this Agreement Customer has failed Agreement, specifically agrees and consents that the Collateral Agent shall on the happening and during the continuing of an Event of Default immediately succeed to schedule the withdrawal all interests, rights and privileges of the Inventory from mortgagee under the Facility, Operator may liquidate Underlying Note and the Inventory through one or more sales or other dispositions with such notice, if any, as may Mortgage and is entitled and will be required under Applicable Law, free from any claim or right entitled on the happening and during the continuance of any nature whatsoever Event of CustomerDefault to elect, including among its other remedies provided for herein or under applicable law, immediately (if the Underlying Note is in default ("Underlying Default")) to accelerate the indebtedness evidenced by the Underlying Note and to ▇▇▇ on the Underlying Note or immediately to foreclose on the Mortgage in accordance with this Agreement and the Mortgage, and that neither the Pledgor nor any equity person or entity claiming through it will exercise any rights as mortgagee under the Mortgage or payee under the Underlying Note unless and until the Termination Date (as hereinafter defined) has occurred, at which time all interests, rights and privileges of the mortgagee under the Underlying Note and Mortgage will revert to and be reassigned to the Pledgor as set forth in Section 7.2 hereof. Without limiting the foregoing, the Pledgor expressly acknowledges its understanding that, until such time as the Underlying Note and Mortgage revert to the Pledgor as provided herein, the Collateral Agent shall have the sole right to give notices of redemption default, to accelerate the indebtedness evidenced by Customer the Underlying Note, to ▇▇▇ on the Underlying Note and to foreclose under the Mortgage, among all of the other sole rights and remedies of the holder of the Underlying Note and Mortgage. (with Operatorb) Without limiting any other provision of this Agreement, or its affiliatesthe Collateral Agent may, having upon the occurrence and during the continuance of any Event of Default, exercise all remedies available to the Pledgor in the case of an Underlying Default under the Collateral including, without limitation, the right to purchase any or all of foreclose the Inventory to be sold) and to apply the proceeds from the liquidation of the Inventory to any amounts payable by Customer to Operator, including all expenses of the sale and accrued fees (storage and otherwise), costs and charges hereunder. Customer shall pay and reimburse Operator upon demand for all reasonable costs and expenses (including reasonable attorneys’ fees and expenses) that Operator may incur in connection with: (i) the custody, use or preservation of, or the sale of, collection from or other realization upon, any of the Inventory, including the reasonable expenses of re‑taking, holding, preparing for sale or lease, selling or otherwise disposing of or realizing on the Inventory; and (ii) the exercise or enforcement of any rights or remedies granted by this Agreement or otherwise available to it at law or in equity. This Section 6.3 of the GTCs shall survive the expiration of the Term or the termination of this Agreement. SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH FIVE ASTERISKS (*****)Mortgage.