Common use of Sale or Other Disposition of Collateral Clause in Contracts

Sale or Other Disposition of Collateral. The Lender may sell or redeem the Collateral, or any part thereof, in one or more sales, at public or private sale, conducted by any officer or agent of, or auctioneer or attorney for, the Lender, at the Lender’s place of business or elsewhere, for cash, upon credit or future delivery, and at such price or prices as the Lender shall, in its sole discretion, determine, and the Lender may be the purchaser of any or all of the Collateral so sold. Further, any written notice of the sale, disposition or other intended action by the Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to the Pledgor at the address set forth in Section 5.1 (Notices), or such other address of the Pledgor which may from time to time be shown on the Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Pledgor. The Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require the Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any Governmental Authority or any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, the Pledgor agrees to execute all such applications and other instruments, and to take all other action, as may be required in connection with securing any such consent, approval or authorization. The Pledgor recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable federal and state Laws. The Lender may, therefore, in its discretion, take such steps as it may deem appropriate to comply with such Laws and may, for example, at any sale of the Collateral consisting of securities restrict the prospective bidders or purchasers as to their number, nature of business and investment intention, including, without limitation, a requirement that the Persons making such purchases represent and agree to the satisfaction of the Lender that they are purchasing such securities for their account, for investment, and not with a view to the distribution or resale of any thereof. The Pledgor covenants and agrees to do or cause to be done promptly all such acts and things as the Lender may request from time to time and as may be necessary to offer and/or sell the securities or any part thereof in a manner which is valid and binding and in conformance with all applicable Laws.

Sale or Other Disposition of Collateral. The Lender may sell or redeem Any notice required to be given by the Collateral, or any part thereof, in one or more sales, at public or private Agent of a sale, conducted by any officer lease or agent of, or auctioneer or attorney for, the Lender, at the Lender’s place of business or elsewhere, for cash, upon credit or future delivery, and at such price or prices as the Lender shall, in its sole discretion, determine, and the Lender may be the purchaser of any or all of the Collateral so sold. Further, any written notice of the sale, other disposition or other intended action by the Lender Agent with respect to any of the Collateral which is sent by regular maildeposited in the United States mails, postage prepaid, prepaid and duly addressed to the Pledgor Borrower at the address set forth specified in Section 5.1 (Notices), or such other address of the Pledgor which may from time to time be shown on the Lender’s records12.13, at least ten (10) days prior to such sale, disposition or other proposed action, shall constitute commercially fair and reasonable notice to the PledgorBorrower of any such action. The Lender may alternatively or additionally give net proceeds realized by the Lenders upon any such notice in any other commercially reasonable manner. Nothing in this Agreement shall require the Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any Governmental Authority or any Person having any interest therein, should be necessary to effectuate any sale or other disposition disposition, after deduction for the reasonable expenses of retaking, holding, preparing for sale, selling or the like and the attorneys’ and other professionals’ fees and expenses incurred by the Agent or the Lenders in connection therewith, shall be applied as provided herein toward satisfaction of the Obligations. The Lenders shall account to the Borrower for any surplus realized upon any such sale or other disposition, and the Borrower shall remain liable for any deficiency. The commencement of any action, legal or equitable, or the rendering of any judgment or decree for any deficiency shall not affect the Agent's Lien on the Collateral until the Obligations are fully paid. The Borrower agrees that the Agent has no obligation to preserve rights to the Collateral against any other parties. To the extent the Borrower has the power, without violating the terms of any agreement existing as of the Closing Date, to grant such a license, the Agent is hereby granted a license or other right to use, without charge, the Borrower's labels, patents, production certificates, type certificates, supplemental certificates, copyrights, rights of use of any name, trade secrets, trade names, tradestyles, trademarks, service marks and advertising matter, or any property of a similar nature, as it pertains to the Collateral, the Pledgor agrees to execute all such applications in completing production of, advertising for sale and other instruments, and to take all other action, as may be required in connection with securing selling any such consent, approval or authorization. The Pledgor recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable federal and state Laws. The Lender may, therefore, in its discretion, take such steps as it may deem appropriate to comply with such Laws and may, for example, at any sale of the Collateral consisting of securities restrict the prospective bidders or purchasers as to their number, nature of business and investment intention, including, without limitation, a requirement that the Persons making such purchases represent and agree to the satisfaction of the Lender that they are purchasing such securities for their account, for investment, and not with a view to the distribution or resale of any thereof. The Pledgor covenants and agrees to do or cause to be done promptly all such acts and things as the Lender may request from time to time and as may be necessary to offer and/or sell the securities or any part thereof in a manner which is valid and binding and in conformance with all applicable LawsCollateral.