Common use of Uniform Commercial Code Clause in Contracts

Uniform Commercial Code. Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lender, Borrowers shall assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, the Borrowers shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers at the address set forth in Section 8.1 (Notices), or such other address of the Borrowers which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. 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 state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree 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 Borrowers recognize that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property 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 Borrowers covenant and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall Agent shall, with respect to the Personal Property, have all of the rights rights, options and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by LenderCode, Borrowers shall assemble including without limitation, the Collateral and make it available to Lender, at a place designated by Lender. Subject right to the terms possession of any applicable leasessuch property or any part thereof, Lender or its agents and the right to enter with legal process any premises where any such property may without notice from time to time enter upon any Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of itbe found. Any requirement of said Code for reasonable notification shall be met by mailing written notice of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers Borrower at the its address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, 31 hereof at least ten (10) days prior to the sale or other event for which such notice is required. Any such sale may be held as part of and in conjunction with any foreclosure sale of the other properties and rights constituting the Mortgaged Property in order that the Mortgaged Property, including the Personal Property, may be sold as a single parcel if the Agent elects. The Borrower hereby agrees that if the Agent demands or attempts to take possession of the Personal Property or any portion thereof in exercise of its rights and remedies hereunder, the Borrower will promptly turn over and deliver possession thereof to the Agent, and the Borrower authorizes, to the extent the Borrower may now or hereafter lawfully grant such authority, the Agent, its employees and agents, and potential bidders or purchasers to enter upon the Premises or any other office, building or property where the Personal Property or any portion thereof may at the time be located (or believed to be located) and the Agent may (i) remove the same therefrom or render the same inoperable (with or without removal from such location); (ii) repair, operate, use or manage the Personal Property or any portion thereof; (iii) maintain, repair or store the Personal Property or any portion thereof; (iv) view, inspect and prepare the Personal Property or any portion thereof for sale, disposition lease or other actiondisposition; (v) sell, lease, dispose of or consume the same or bid thereon; or (vi) incorporate the Personal Property or any portion thereof into the Land or the Improvements or Fixtures and sell, convey or transfer the same. The expenses of retaking, selling and otherwise disposing of the Personal Property, including reasonable attorneys’ fees and legal expenses incurred in connection therewith, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement so much additional Debt and shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any be payable upon demand with interest therein, should be necessary to effectuate any sale or other disposition of at the Collateral, each Borrower 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. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldDefault Rate.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, the Borrowers shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by the Lender with respect to the Collateral which that is sent by regular mail, postage prepaid, to the Borrowers at the address set forth in Section 8.1 (Notices), or such other address of the Borrowers which that 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 Borrowers. 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 state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree 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 Borrowers recognize that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property 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 Borrowers covenant and agree 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 that is valid and binding and in conformance with all applicable Laws. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have Mortgagee may exercise any or all of the its rights and remedies of a secured party under the applicable Uniform Commercial Code and as adopted by the State of New York as in effect from time to time, (or under the Uniform Commercial Code in force from time to time in any other state to the extent the same is applicable law) or other applicable Lawslaw as well as all other rights and remedies possessed by Mortgagee, all of which shall be cumulative. Mortgagee is hereby authorized and empowered to enter the Property or other place where the collateral may be located without legal process, and to take possession of such personal property without notice or demand, which hereby are waived to the maximum extent permitted by the laws of the State of New York. Upon demand by LenderMortgagee, Borrowers Mortgagor shall assemble the Collateral and make it such personal property available to Lender, Mortgagee at a place designated by Lenderreasonably convenient to Mortgagee. Subject Mortgagee may proceed under the Uniform Commercial Code as to the terms all or any part of any applicable leasessuch personal property, Lender or its agents and in conjunction therewith may without notice from time to time enter upon any Borrower’s premises to take possession exercise all of the Collateralrights, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose remedies and powers of ita secured creditor under the Uniform Commercial Code. Any written notice notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in accordance with the Notice provisions of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, this Mortgage at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate before any sale or other disposition of such personal property. Mortgagee may choose to dispose of some or all of the Collateralproperty, each Borrower agrees in any combination consisting of both personal property and Property, in one or more public or private sales to execute all such applications be held in accordance with the Law and other instruments, and procedures applicable to take all other actionreal property, as may be required in connection with securing any permitted by Article 9 of the Uniform Commercial Code. Mortgagor agrees that such consent, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale of all or such personal property together with Property constitutes a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 commercially reasonable 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldpersonal property.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers the Borrower at the address set forth in Section 8.1 (Notices), or such other address of Borrowers the Borrower 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 Borrowersthe Borrower. 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 state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property 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. Borrowers covenant The Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender The Agent shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lenderthe Agent, Borrowers the Borrower shall assemble the Collateral and make it available to Lenderthe Agent, at a place designated by Lenderthe Agent. Subject to the terms of any applicable leases, Lender The Agent or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender the Agent with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers the Borrower at the address set forth in Section 8.1 (Notices)9.1 of this Agreement, or such other address of Borrowers the Borrower which may from time to time be shown on Lender’s the Agent's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. Lender The Agent may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that Lender the Agent may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property Securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. Lender The Agent 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 Lender the Agent that they are purchasing such securities for their account, for investment, and not with a view to the distribution or resale of any thereof. Borrowers covenant The Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as Lender the Agent may request from time to time and as may be necessary to offer and/or sell the securities Securities or any part thereof in a manner which is valid and binding and in conformance with all applicable Laws. Upon any such sale or disposition, Lender the Agent shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have Mortgagee may exercise any or all of the its rights and remedies of a secured party under the applicable Illinois or California Uniform Commercial Codes as in effect from time to time, (or under the Uniform Commercial Code and other applicable Laws. Upon demand by Lender, Borrowers shall assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice in force from time to time in any other state to the extent the same is applicable law) or other applicable law as well as all other rights and remedies possessed by Mortgagee, all of which shall be cumulative. Mortgagee is hereby authorized and empowered to enter upon any Borrower’s premises the Property or other place where the Accessories may be located without legal process, and to take possession of the CollateralAccessories without notice or demand, which hereby are waived to remove itthe maximum extent permitted by the laws of the State of Illinois or California. Upon demand by Mortgagee, Mortgagor shall make the Accessories available to render it unusableMortgagee at a place reasonably convenient to Mortgagee. Mortgagee may proceed under the Uniform Commercial Code as to all or any part of the Accessories, to process it or otherwise prepare it for saleand in conjunction therewith may exercise all of the rights, or to sell or otherwise dispose remedies and powers of ita secured creditor under the Uniform Commercial Code. Any written notice notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in accordance with the Notice provisions of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, this Mortgage at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate before any sale or other disposition of the CollateralAccessories. Mortgagee may choose to dispose of some or all of the property, each Borrower agrees in any combination consisting of both Accessories and Property, in one or more public or private sales to execute all such applications be held in accordance with the Law and other instruments, and procedures applicable to take all other actionreal property, as may be required in connection with securing any permitted by Article 9 of the Uniform Commercial Code. Mortgagor agrees that such consent, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale of all or Accessories together with Property constitutes a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 commercially reasonable 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 Lender that they are purchasing such securities for their account, for investment, and not with a view to the distribution or resale of any thereofAccessories. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.February-16-2012

Uniform Commercial Code. Lender shall have Mortgagee may exercise any or all of the its rights and remedies of a secured party under the applicable Illinois or California Uniform Commercial Codes as in effect from time to time, (or under the Uniform Commercial Code and other applicable Laws. Upon demand by Lender, Borrowers shall assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice in force from time to time in any other state to the extent the same is applicable law) or other applicable law as well as all other rights and remedies possessed by Mortgagee, all of which shall be cumulative. Mortgagee is hereby authorized and empowered to enter upon any Borrower’s premises the Property or other place where the Accessories may be located without legal process, and to take possession of the CollateralAccessories without notice or demand, which hereby are waived to remove itthe maximum extent permitted by the laws of the State of Illinois or California. Upon demand by Mortgagee, Mortgagor shall make the Accessories available to render it unusableMortgagee at a place reasonably convenient to Mortgagee. Mortgagee may proceed under the Uniform Commercial Code as to all or any part of the Accessories, to process it or otherwise prepare it for saleand in conjunction therewith may exercise all of the rights, or to sell or otherwise dispose remedies and powers of ita secured creditor under the Uniform Commercial Code. Any written notice notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in accordance with the Notice provisions of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, this Mortgage at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate before any sale or other disposition of the CollateralAccessories. Mortgagee may choose to dispose of some or all of the property, each Borrower agrees in any combination consisting of both Accessories and Property, in one or more public or private sales to execute all such applications be held in accordance with the Law and other instruments, and procedures applicable to take all other actionreal property, as may be required in connection with securing any permitted by Article 9 of the Uniform Commercial Code. Mortgagor agrees that such consent, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale of all or Accessories together with Property constitutes a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 commercially reasonable 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldAccessories.

Uniform Commercial Code. Lender shall have Mortgagee may exercise any or all of the its rights and remedies of a secured party under the applicable Illinois Uniform Commercial Code and other applicable Laws. Upon demand by Lenderas in effect from time to time, Borrowers shall assemble (or under the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice Uniform Commercial Code in force from time to time in any other state to the extent the same is applicable law) or other applicable law as well as all other rights and remedies possessed by Mortgagee, all of which shall be cumulative. Mortgagee is hereby authorized and empowered to enter upon any Borrower’s premises the Property or other place where the Accessories may be located without legal process, and to take possession of the CollateralAccessories without notice or demand, which hereby are waived to remove itthe maximum extent permitted by the laws of the State of Illinois. Upon demand by Mortgagee, Mortgagor shall make the Accessories available to render it unusableMortgagee at a place reasonably convenient to Mortgagee. Mortgagee may proceed under the Uniform Commercial Code as to all or any part of the Accessories, to process it or otherwise prepare it for saleand in conjunction therewith may exercise all of the rights, or to sell or otherwise dispose remedies and powers of ita secured creditor under the Uniform Commercial Code. Any written notice notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in accordance with the Notice provisions of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, this Mortgage at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate before any sale or other disposition of the CollateralAccessories. Mortgagee may choose to dispose of some or all of the property, each Borrower agrees in any combination consisting of both Accessories and Property, in one or more public or private sales to execute all such applications be held in accordance with the Law and other instruments, and procedures applicable to take all other actionreal property, as may be required in connection with securing any permitted by Article 9 of the Uniform Commercial Code. Mortgagor agrees that such consent, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale of all or Accessories together with Property constitutes a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 commercially reasonable 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldAccessories.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers the Borrower at the address set forth in Section 8.1 (Notices), or such other address of Borrowers the Borrower which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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. Borrowers covenant The Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Without limitation of Lender’s rights of enforcement with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Lender shall have all may exercise its rights of enforcement with respect to the rights and remedies of a secured party Collateral or any part thereof under the applicable UCC (or under the Uniform Commercial Code in force in any other state to the extent the same is applicable law) and other in conjunction with, in addition to or in substitution for those rights and remedies: (1) Lender may enter upon Grantor’s premises to take possession of, assemble and collect the Collateral or, to the extent and for those items of the Collateral permitted under applicable Laws. Upon demand by Lenderlaw, Borrowers shall to render it unusable; (2) Lender may require Grantor to assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject Lender designates which is mutually convenient to the terms of any applicable leases, allow Lender or its agents may without notice from time to time enter upon any Borrower’s premises to take possession or dispose of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any ; (3) written notice of the sale, disposition or other intended action by Lender with respect mailed to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, Grantor as provided herein at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization the date of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 or prior to the date after which private sale of securities restrict the prospective bidders Collateral will be made shall constitute reasonable notice; (4) any sale made pursuant to the provisions of this paragraph shall be deemed to have been a public sale conducted in a commercially reasonable manner if held contemporaneously with and upon the same notice as required for the sale of the Property under power of sale as provided in Section 7.3c hereinabove; (5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or purchasers under judgment of a court, the Collateral and the other Property may, at the option of Lender, be sold as a whole; (6) it shall not be necessary that Lender take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this Section is conducted and it shall not be necessary that the Collateral or any part thereof be present at the location of such sale; (7) with respect to application of proceeds from disposition of the Collateral under Section 7.3c hereinabove, the costs and expenses incident to disposition shall include the reasonable expenses of retaking, holding, preparing for sale or lease, selling, leasing and the like and the reasonable attorneys’ fees and legal expenses incurred by Lender; (8) any and all statements of fact or other recitals made in any xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to their numbernonpayment of the Secured Obligations or as to the occurrence of any default, nature or as to Lender having declared all of business such indebtedness to be due and investment intentionpayable, or as to notice of time, place and terms of sale and of the properties to be sold having been duly given, or as to any other act or thing having been duly done by Lender, shall be taken as prima facie evidence of the truth of the facts so stated and DEED OF TRUST (VIRGINIA) Xxxxx Fargo/Xxxx Properties/Cracker Barrel Loan Xx. 00-00000000/Xxxxx Xx. 000 recited; and (9) Lender may appoint or delegate any one or more persons as agent to perform any act or acts necessary or incident to any sale held by Lender, including the sending of notices and the conduct of the sale, but in the name and on behalf of Lender. In connection with any sale or sales hereunder, Lender may elect to treat any of the Property which consists of a right in action or which is property that can be severed from the Property (including, without limitation, any improvements forming a requirement that part thereof) without causing structural damage thereto as if the Persons making such purchases represent and agree to same were personal property or a fixture, as the satisfaction of Lender that they are purchasing such securities for their account, for investmentcase may be, and not dispose of the same in accordance with a view to applicable law, separate and apart from the distribution or resale sale of any thereof. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldProperty.

Uniform Commercial Code. Lender shall Mortgagee shall, with respect to the Personal Property, have all of the rights rights, options and remedies of a secured party Mortgagee under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by LenderCode, Borrowers shall assemble the Collateral and make it available to Lenderincluding without limitation, at a place designated by Lender. Subject to the terms extent provided by the Code, the right to the possession of any applicable leasessuch property or any part thereof, Lender or its agents and the right to enter with legal process any premises where any such property may without notice from time to time enter upon any Borrower’s premises to take possession be found. Any requirement of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it Code for sale, or to sell or otherwise dispose of it. Any reasonable notification shall be met by mailing written notice of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers Mortgagor at the its address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, 17 hereof at least ten (10) days prior to the sale or other event for which such notice is required. Any such sale may be held as part of and in conjunction with any foreclosure sale of the other properties and rights constituting the Property in order that the Property, including the Personal Property, may be sold as a single parcel if Mortgagee elects. Mortgagor hereby agrees that if Mortgagee demands or attempts to take possession of the Personal Property or any portion thereof in exercise of its rights and remedies hereunder, Xxxxxxxxx will promptly turn over and deliver possession thereof to Mortgagee, and Xxxxxxxxx authorizes, to the extent now or hereafter permitted by applicable law, Mortgagee, its employees and agents, and potential bidders or purchasers to enter upon the Property or any other office, building or property where the Personal Property or any portion thereof may at the time be located (or believed to be located) and Mortgagee may (i) remove the same therefrom or render the same inoperable (with or without removal from such location); (ii) repair, operate, use or manage the Personal Property or any portion thereof; (iii) maintain, repair or store the Personal Property or any portion thereof; (iv) view, inspect and prepare the Personal Property or any portion thereof for sale, disposition lease or other actiondisposition; (v) sell, lease, dispose of or consume the same or bid thereon; or (vi) incorporate the Personal Property or any portion thereof into the Land or the Improvements or Fixtures and sell, convey or transfer the same. The expenses of retaking, selling and otherwise disposing of the Personal Property, including reasonable attorneys’ fees and legal expenses incurred in connection therewith, shall constitute commercially reasonable notice additional Obligations and shall be payable upon demand with interest to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees to execute all such applications and other instruments, and to take all other actionMortgagee, as may be required in connection with securing any such consent, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldapplicable.

Uniform Commercial Code. Lender The Agent shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lenderthe Agent, Borrowers the Borrower shall assemble the Collateral and make it available to Lenderthe Agent, at a place designated by Lenderthe Agent. Subject to the terms of any applicable leases, Lender The Agent or its agents may without notice from time to time enter upon any the Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender the Agent with respect to the Collateral which that is sent by regular mail, postage prepaid, to Borrowers the Borrower at the address set forth in Section 8.1 9.1 (Notices), or such other address of Borrowers which the Borrower that may from time to time be shown on Lenderthe Agent’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. Lender The Agent may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender the Agent to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that Lender the Agent may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property investment property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. Lender The Agent 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 Lender the Agent that they are purchasing such securities for their account, for investment, and not with a view to the distribution or resale of any thereof. Borrowers covenant The Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as Lender the Agent 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 that is valid and binding and in conformance with all applicable Laws. Upon any such sale or disposition, Lender the Agent shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender The Administrative Agent shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lenderthe Administrative Agent, the Borrowers shall assemble the Collateral and make it available to Lenderthe Administrative Agent, at a place reasonably designated in the United States or reasonably designated elsewhere by Lenderthe Administrative Agent. Subject to the terms of any applicable leases, Lender The Administrative Agent or its agents may without notice from time to time enter upon any Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender the Administrative Agent with respect to the Collateral which is sent by regular mail, postage prepaid, to the Borrowers at the address set forth in Section 8.1 9.1 (Notices), or such other address of the Borrowers which may from time to time be shown on Lender’s the Administrative Agent's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. Lender The Administrative Agent may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender the Administrative Agent to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree to execute all such applications and other instruments, and to take all other action, as reasonably may be required in connection with securing any such consent, approval or authorization. The Borrowers recognize that Lender the Administrative Agent may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property Subsidiary Securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. Lender The Administrative Agent 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 Lender the Administrative Agent 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 Borrowers covenant and agree to do or cause to be done promptly all such acts and things as Lender the Administrative Agent reasonably 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. Upon any such sale or disposition, Lender the Administrative Agent shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have Mortgagee may exercise any or all of the its rights and remedies of a secured party under the applicable New Jersey Uniform Commercial Code and other applicable Laws. Upon demand by Lenderas in effect from time to time, Borrowers shall assemble (or under the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice Uniform Commercial Code in force from time to time in any other state to the extent the same is applicable law) or other applicable law as well as all other rights and remedies possessed by Mortgagee, all of which shall be cumulative. Mortgagee is hereby authorized and empowered to enter upon any Borrower’s premises the Property or other place where the Accessories may be located without legal process, and to take possession of the CollateralAccessories without notice or demand, which hereby are waived to remove itthe maximum extent permitted by the laws of the State of New Jersey. Upon demand by Mortgagee, Mortgagor shall make the Accessories available to render it unusableMortgagee at a place reasonably convenient to Mortgagee. Mortgagee may proceed under the Uniform Commercial Code as to all or any part of the Accessories, to process it or otherwise prepare it for saleand in conjunction therewith may exercise all of the rights, or to sell or otherwise dispose remedies and powers of ita secured creditor under the Uniform Commercial Code. Any written notice notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in accordance with the Notice provisions of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, this Mortgage at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate before any sale or other disposition of the CollateralAccessories. Mortgagee may choose to dispose of some or all of the property, each Borrower agrees in any combination consisting of both Accessories and Property, in one or more public or private sales to execute all such applications be held in accordance with the Law and other instruments, and procedures applicable to take all other actionreal property, as may be required in connection with securing any permitted by Article 9 of the Uniform Commercial Code. Mortgagor agrees that such consent, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale of all or Accessories together with Property constitutes a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 commercially reasonable 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldAccessories.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers the Borrower at the address set forth in Section 8.1 (Notices), or such other address of Borrowers the Borrower 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 Borrowersthe Borrower. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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. Borrowers covenant The Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lender, Borrowers Debtor shall assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice from time to time enter upon any BorrowerDebtor’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers Debtor at the address set forth in Section 8.1 7.1 (Notices), or such other address of Borrowers Debtor which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to BorrowersDebtor. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower Debtor 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. Borrowers recognize Debtor recognizes that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant Debtor covenants and agree agrees to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, the Borrowers shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers at the address set forth in Section 8.1 (Notices), or such other address of the Borrowers 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 Borrowers. 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 state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree 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 Borrowers recognize that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property 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 Borrowers covenant and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have all Without limitation of Mortgagee's rights ----------------------- of enforcement with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Mortgagee may exercise its rights and remedies of a secured party enforcement with respect to the Collateral or any part thereof under the applicable Uniform Commercial Code of Pennsylvania (or under the Uniform Commercial Code in force in any other state to the extent the same is applicable law) and other in conjunction with, in addition to or in substitution for those rights and remedies: (1) Mortgagee may enter upon Mortgagor's premises to take possession of, assemble and collect the Collateral or, to the extent and for those items of the Collateral permitted under applicable Laws. Upon demand by Lenderlaw, Borrowers shall to render it unusable; (2) Mortgagee may require Mortgagor to assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject Mortgagee designates which is mutually convenient to allow Mortgagee to take possession or dispose of the Collateral; (3) written notice mailed to Mortgagor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date after which private sale of the Collateral will be made shall constitute reasonable notice; (4) any sale made pursuant to the provisions of this paragraph shall be deemed to have been a public sale conducted in a commercially reasonable manner if held contemporaneously with and upon the same notice as required for the sale of the Property under power of sale as provided in paragraph (c) above in this Section 5.1; (5) in the event of a foreclosure sale, whether made by Mortgagee under the terms hereof, or under judgment of any applicable leasesa court, Lender or its agents may without notice from time to time enter upon any Borrower’s premises to the Collateral and the other Property may, at the option of Mortgagee, be sold as a whole; (6) it shall not be necessary that Mortgagee take possession of the CollateralCollateral or any part thereof prior to the time that any sale pursuant to the provisions of this Section is conducted and it shall not be necessary that the Collateral or any part thereof be present at the location of such sale; (7) with respect to application of proceeds of disposition of the Collateral under Section 5.2 hereof, the costs and expenses incident to remove itdisposition shall include the reasonable expenses of retaking, holding, preparing for sale or lease, selling, leasing and the like and the reasonable attorneys' fees and legal expenses incurred by Mortgagee; (8) any and all statements of fact or other recitals made in any xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to render it unusable, nonpayment of the secured indebtedness or as to process it or otherwise prepare it for salethe occurrence of any default, or as to sell Mortgagee's having declared all of such indebtedness to be due and payable, or otherwise dispose as to notice of it. Any written notice time, place and terms of sale and of the properties to be sold having been duly given, or as to any other act or thing having been duly done by Mortgagee, shall be taken as prima facie evidence of the truth of the facts so stated and recited; and (9) Mortgagee may appoint or delegate any one or more persons as agent to perform any act or acts necessary or incident to any sale held by Mortgagee, including the sending of notices and the conduct of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained but in the Securities Act name and on behalf of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldMortgagee.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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, in accordance with Section 8.1 hereof to Borrowers the Borrower at the address set forth in Section 8.1 (Notices)ARTICLE 8 of this Agreement, or such other address of Borrowers the Borrower which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have Mortgagee may exercise any or all of the its rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand as adopted by Lenderthe State as in effect from time to time, Borrowers shall assemble (or under the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice Uniform Commercial Code in force from time to time in any other state to the extent the same is applicable law) or other applicable law as well as all other rights and remedies possessed by Mortgagee, all of which shall be cumulative. Mortgagee is hereby authorized and empowered to enter upon any Borrower’s premises the Property or other place where the Personalty may be located without legal process, and to take possession of the CollateralPersonalty without notice or demand, which hereby are waived to remove itthe maximum extent permitted by the laws of the State. Upon demand by Mortgagee, Mortgagor shall make the Personalty available to render it unusableMortgagee at a place reasonably convenient to Mortgagee. Mortgagee may proceed under the Uniform Commercial Code as to all or any part of the Personalty, to process it or otherwise prepare it for saleand in conjunction therewith may exercise all of the rights, or to sell or otherwise dispose remedies and powers of ita secured creditor under the Uniform Commercial Code. Any written notice notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in accordance with the Notice provisions of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, this Mortgage at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate before any sale or other disposition of the CollateralPersonalty. Mortgagee may choose to dispose of some or all of the property, each Borrower agrees in any combination consisting of both Personalty and Real Property, in one or more public or private sales to execute all such applications be held in accordance with the Law and other instruments, and procedures applicable to take all other actionreal property, as may be required in connection with securing any permitted by Article 9 of the Uniform Commercial Code. Mortgagor agrees that such consent, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale of Personalty together with Real Property constitutes a commercially reasonable sale of the Personalty. Mortgagee may proceed under the Uniform Commercial Code as to all or a any part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amendedPersonalty, and other applicable Federal in conjunction therewith may exercise all of the rights, remedies and state Lawspowers of a secured creditor under the Uniform Commercial Code. Lender may, therefore, Any notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in its discretion, take such steps as it may deem appropriate to comply accordance with such Laws and may, for example, the Notice provisions of this Mortgage at least ten (10) days before any sale or other disposition 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldPersonalty.

Uniform Commercial Code. Lender Subject to the terms and conditions of the Intercreditor Agreement, the Collateral Agent shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lenderthe Collateral Agent, Borrowers the Borrower shall assemble the Collateral and make it available to Lender, the Collateral Agent at a place designated by Lenderthe Collateral Agent. Subject to the terms of any applicable leasesThe Collateral Agent, Lender or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender the Collateral Agent with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers the Borrower at the address set forth in Section 8.1 9.1 (Notices), or such other address of Borrowers the Borrower which may from time to time be shown on Lender’s the Collateral Agent's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. Lender The Collateral Agent may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that Lender the Collateral Agent may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property Securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. Lender The Collateral Agent 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 Lender the Collateral Agent, that they are purchasing such securities for their account, for investment, and not with a view to the distribution or resale of any thereof. Borrowers covenant The Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as Lender the Collateral Agent may request from time to time and as may be necessary to offer and/or sell the securities Securities or any part thereof in a manner which is valid and binding and in conformance with all applicable Laws. Upon any such sale or disposition, Lender the Collateral Agent shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, the Borrowers shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s recordsthis Agreement, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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. Borrowers covenant The Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. At the Lender's direction, the Borrower shall cease to process, prepare for sale, sell or otherwise dispose of the Collateral. 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 Borrowers the Borrower at the address their respective addresses set forth in Section 8.1 (Notices)of this Agreement, or such other address of Borrowers the Borrower which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, ,disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. 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 LawsLaws or not required by the specific terms of this Agreement. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other 109 disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property 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 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 Securities for their account, for investment, and not with a view to the distribution or resale of any thereof. Borrowers covenant The Borrower covenants and agree 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 Securities or any part thereof in a manner which is valid and binding and in conformance with all applicable Laws. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities Securities so sold.

Uniform Commercial Code. Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lender, Borrowers Borrower shall assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers Borrower at the address set forth in Section 8.1 11.1 (Notices), or such other address of Borrowers Borrower which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to BorrowersBorrower. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize Borrower recognizes that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, the Borrowers shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any each Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers the Company at the address set forth in Section 8.1 (Notices)ARTICLE 8 of this Agreement, or such other address of Borrowers the Company which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree 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 Borrowers recognize that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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 Borrowers covenant and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable LawsUCC. Upon demand by Lender, Borrowers Borrower shall assemble the UCC Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the UCC Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender with respect to the UCC Collateral which is sent by regular mail, postage prepaid, to Borrowers Borrower at the address set forth in Section 8.1 (Notices), or such other address of Borrowers Borrower which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to BorrowersBorrower. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement Security Instrument shall require Lender to give any notice not required by applicable Lawslaws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the UCC Collateral, each Borrower 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. Borrowers recognize Borrower recognizes that Lender may be unable to effect a public sale of all or a part of the UCC Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amendedamended (the “1933 Act”), and other applicable Federal federal and state Lawslaws. Lender may, therefore, in its discretion, take such steps as it may deem appropriate to comply with such Laws laws and may, for example, at any sale of the UCC 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 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. Borrowers covenant Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as 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 Lawslaws. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the UCC Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable LawsUCC. Upon demand by Lender, Borrowers Borrower shall assemble the UCC Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the UCC Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender with respect to the UCC Collateral which is sent by regular mail, postage prepaid, to Borrowers Borrower at the address set forth in Section 8.1 (Notices), or such other address of Borrowers Borrower which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to BorrowersBorrower. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement Security Instrument shall require Lender to give any notice not required by applicable Lawslaws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the UCC Collateral, each Borrower 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. Borrowers recognize If and to the extent any UCC Collateral consists of securities, Borrower recognizes that Lender may be unable to effect a public sale of all or a part of the UCC Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal federal and state Lawslaws. Lender may, therefore, in its discretion, take such steps as it may deem appropriate to comply with such Laws laws and may, for example, at any sale of the UCC 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 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. Borrowers covenant Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as 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 Lawslaws. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the UCC Collateral consisting of securities so sold.. Synovus/CHT Acworth GA Owner, LLC 22996-41

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, the Borrowers shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any Borrower’s the Borrowers' premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers at the address set forth in Section 8.1 (Notices)of this Agreement, or such other address of the Borrowers which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize Each Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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. Borrowers covenant Each Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon the occurrence and during the continuation of a Default, to the extent permitted under applicable law, upon demand by the Lender, Borrowers the Obligors shall assemble the Collateral and make it available to Lender, the Lender at a place designated by the Lender. Subject to Upon the terms occurrence and during the continuation of any applicable leasesa Default, the Lender or its agents may without notice from time to time enter upon any BorrowerObligor’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Upon the occurrence and during the continuation of a Default, at the Lender’s direction, the Obligors shall cease to process, prepare for sale, sell or otherwise dispose of the Collateral. 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 Borrowers the Obligors at the address set forth in Section 8.1 (Notices)) of this Agreement, or such other address of Borrowers the Obligors 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 Borrowersthe Obligors. 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 state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Obligors agree 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. Borrowers The Obligors recognize that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property 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. Borrowers The Obligors covenant and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, the Borrowers shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any Borrower’s the Borrowers' premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers at the address set forth in Section 8.1 (Notices)ARTICLE 8 of this Agreement, or such other address of the Borrowers which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree 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 Borrowers recognize that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property Securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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 Borrowers covenant and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers the Borrower at the address set forth in Section 8.1 (Notices)of this Agreement, or such other address of Borrowers the Borrower which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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. Borrowers covenant The Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lender, Borrowers Borrower shall assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers Borrower at the address set forth in Section 8.1 (Notices), or such other address of Borrowers Borrower which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to BorrowersBorrower. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize Borrower recognizes that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender This Lease is intended as and constitutes a security agreement within the meaning of the Uniform Commercial Code of the state in which the Premises are situated. Landlord, in addition to the rights prescribed in this Lease, shall have all of the rights rights, titles, liens, and remedies of interests in and to Tenant's property, now or hereafter located upon the Premises, which may be granted a secured party security party, as that term is defined, under the applicable Uniform Commercial Code to secure to Landlord payment of all sums due and other applicable Lawsthe full performance of all Tenant's covenants under this Lease. Upon demand Tenant will on request execute and deliver to Landlord a financing statement for the purpose of perfecting Landlord's security interest under this Lease or Landlord may file this Lease or a copy thereof as a financing statement. Unless otherwise provided by Lenderlaw and for the purpose of exercising any right pursuant to this Section, Borrowers Landlord and Tenant agree that reasonable notice shall assemble the Collateral and make it available to Lender, at a place designated be met if such notice is given by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, at least ten (10) days prior written notice, certified mail, return receipt requested, to such saleLandlord or Tenant at the addresses specified herein. Notwithstanding the provisions of Section 10.1 of this Lease. Landlord hereby agrees that provided no event of default has occurred, disposition or other actionLandlord shall subordinate the security interest upon Tenant's property hereinbefore granted to Landlord by Tenant, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender the security interest therein granted by Tenant to give any notice not required by applicable Laws. If any consentTenant's lender(s) as a condition to obtaining financing therefor, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower Landlord agrees to execute all such applications and other instruments, and deliver to take all other action, as may be required in connection with securing any such consent, approval Tenant a standard form of subordination agreement within thirty (30) days after receipt of written request therefor from Tenant or authorization. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldTenant's lender.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers the Borrower at the address set forth in Section 8.1 (Notices)of this Agreement, or such other address of Borrowers the Borrower 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 Borrowersthe Borrower. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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. Borrowers covenant The Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender The Agent shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lenderthe Agent, the Borrowers shall assemble the Collateral and make it available to Lenderthe Agent, at a place designated by Lenderthe Agent. Subject to the terms of any applicable leases, Lender The Agent or its agents may without notice from time to time enter upon any Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender the Agent with respect to the Collateral which is sent by regular mail, postage prepaid, to the Borrowers at the address set forth in Section 8.1 9.1 (Notices), or such other address of the Borrowers which may from time to time be shown on Lender’s the Agent's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. Lender The Agent may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender the Agent to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree 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 Borrowers recognize that Lender the Agent may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. Lender The Agent 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 Lender the Agent 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 Borrowers covenant and agree to do or cause to be done promptly all such acts and things as Lender the Agent 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. Upon any such sale or disposition, Lender the Agent shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by the Lender with respect to the Collateral which that is sent by regular mail, postage prepaid, to Borrowers the Borrower at the address set forth in Section 8.1 (Notices)of this Agreement, or such other address of Borrowers which the Borrower that may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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. Borrowers covenant The Borrower covenants and agree 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 that is valid and binding and in conformance with all applicable Laws. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender With respect to the assignments set forth in Section IV of this Agreement, this Agreement shall have all constitute a Security Agreement for the benefit of the rights Surety and remedies also a Financing Statement, both in accordance with the provisions of a secured party under the applicable Uniform Commercial Code or similar statute of every jurisdiction wherein such Code or statute is in effect, and may be so used by the Surety without in any way abrogating, restricting or limiting the rights of the Surety under this Agreement, any other applicable Lawsagreements between or among the Surety, any Principal or Indemnitor under law, or in equity. Upon demand A carbon copy, photographic copy or other reproduction of this Agreement shall be sufficient to be, and may be filed as, a Financing Statement or Security Agreement, and the Principal and Indemnitor expressly consent to and authorize such a filing by Lenderthe Surety. The failure of the Surety to file this Agreement or a copy of this Agreement shall not release or excuse any of the obligations of any Principal or Indemnitor under this Agreement, Borrowers or otherwise. The Surety may add such schedules to this Agreement as it deems advisable, describing more specifically items of security covered by this Assignment. Notwithstanding the foregoing, the Principal and Indemnitor shall assemble the Collateral execute and make it available to Lender, at a place designated by Lender. Subject deliver to the terms Surety, upon its request, such further or additional instruments as may be necessary or desirable in the Surety’s sole and absolute discretion to permit or facilitate either the filing of this Agreement as a Financing Statement or Security Agreement, or the filing of any applicable leasesseparate Financing Statement or Security Agreement, Lender based upon this Agreement, in such states, counties, or its agents other places as the Surety may without notice from time deem necessary or advisable. The Indemnitor acknowledges and agrees that, with respect to time enter upon any Borrower’s premises settlement of a claim against a Bond involving disposition of rights, remedies, claims or interests arising under or in relation to take possession the Bonded Contract, such disposition will conclusively be deemed to have been commercially reasonable so long as the settlement of the Collateral, to remove it, to render it unusable, to process it claim is otherwise in accordance with the standards set forth in this Agreement or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender applicable with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or settlement of such other address of Borrowers which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldclaims.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, the Borrowers shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers at the address set forth in Section 8.1 (Notices), or such other address of the Borrowers which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. 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 state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree 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 Borrowers recognize that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property 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 Borrowers covenant and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender The Agent shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lenderthe Agent, the Borrowers shall assemble the Collateral and make it available to Lenderthe Agent, at a place designated by Lenderthe Agent. Subject to the terms of any applicable leases, Lender The Agent or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender the Agent with respect to the Collateral which is sent by regular mail, postage prepaid, to the Borrowers at the address set forth in Section 8.1 9.1 (Notices), or such other address of the Borrowers which may from time to time be shown on Lenderthe Agent’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. Lender The Agent may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender the Agent to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree 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 Borrowers recognize that Lender the Agent may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. Lender The Agent 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 Lender the Agent 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 Borrowers covenant and agree to do or cause to be done promptly all such acts and things as Lender the Agent 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. Upon any such sale or disposition, Lender the Agent shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender The Agent shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lenderthe Agent after acceleration of the Obligations under Section 7.2.1, the Borrowers shall assemble the Collateral and make it available to Lenderthe Agent, at a place designated by Lenderthe Agent. Subject to the terms of any applicable leases, Lender The Agent or its agents may without notice after acceleration of the Obligations under Section 7.2.1, from time to time enter upon any Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender the Agent with respect to the Collateral which is sent by regular mail, postage prepaid, to the Borrowers at the address set forth in Section 8.1 (Notices)9.1 of this Agreement, or such other address of the Borrowers which may from time to time be shown on Lender’s the Agent's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. Lender The Agent may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender the Agent to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree to execute all such applications and other instruments, and to take all other action, as may be required in 149 connection with securing any such consent, approval or authorization. The Borrowers recognize that Lender the Agent may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property Securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. Lender The Agent 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 Lender the Agent 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 Borrowers covenant and agree to do or cause to be done promptly all such acts and things as Lender the Agent 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. Upon any such sale or disposition, Lender the Agent shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender Agent shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by LenderAgent, Borrowers Borrower shall assemble the Collateral and make it available to LenderAgent, at a place designated by LenderAgent. Subject to the terms of any applicable leases, Lender Agent or its agents may without notice from time to time enter upon any Borrower’s premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender Agent with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers Borrower at the address set forth in Section 8.1 12.1 (Notices), or such other address of Borrowers Borrower which may from time to time be shown on LenderAgent’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to BorrowersBorrower. Lender Agent may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender Agent to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize Borrower recognizes that Lender Agent may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. Lender Agent 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 Lender Agent that they are purchasing such securities for their account, for investment, and not with a view to the distribution or resale of any thereof. Borrowers covenant Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as Lender Agent 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. Upon any such sale or disposition, Lender Agent shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have Mortgagee may exercise any or all of the its rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand as adopted by Lenderthe State as in effect from time to time, Borrowers shall assemble (or under the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice Uniform Commercial Code in force from time to time in any other state to the extent the same is applicable law) or other applicable law as well as all other rights and remedies possessed by Mortgagee, all of which shall be cumulative. Mortgagee is hereby authorized and empowered to enter upon any Borrower’s premises the Property or other place where the Personalty may be located without legal process, and to take possession of the CollateralPersonalty without notice or demand, which hereby are waived to remove itthe maximum extent permitted by the laws of the State. Upon demand by Mortgagee, Mortgagor shall make the Personalty available to render it unusableMortgagee at a place reasonably convenient to Mortgagee. Mortgagee may proceed under the Uniform Commercial Code as to all or any part of the Personalty, to process it or otherwise prepare it for saleand in conjunction therewith may exercise all of the rights, or to sell or otherwise dispose remedies and powers of ita secured creditor under the Uniform Commercial Code. Any written notice notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in accordance with the Notice provisions of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, this Mortgage at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate before any sale or other disposition of the CollateralPersonalty. Mortgagee may choose to dispose of some or all of the Property, each Borrower agrees in any combination consisting of both Personalty and Real Property, in one or more public or private sales to execute all such applications be held in accordance with the Law and other instruments, and procedures applicable to take all other actionreal property, as may be required in connection with securing any permitted by Article 9 of the Uniform Commercial Code. Mortgagor agrees that such consent, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale of Personalty together with Real Property constitutes a commercially reasonable sale of the Personalty. Mortgagee may proceed under the Uniform Commercial Code as to all or a any part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amendedPersonalty, and other applicable Federal in conjunction therewith may exercise all of the rights, remedies and state Lawspowers of a secured creditor under the Uniform Commercial Code. Lender may, therefore, Any notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in its discretion, take such steps as it may deem appropriate to comply accordance with such Laws and may, for example, the Notice provisions of this Mortgage at least ten (10) days before any sale or other disposition 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldPersonalty.

Uniform Commercial Code. (7.1) Borrower and Lender agree that this Leasehold Mortgage shall constitute a security agreement within the meaning of the UCC with respect to all sums on deposit with the Lender with respect to insurance proceeds or the condemnation proceeds to which Xxxxxxxx is entitled to under the provisions of the Sublease ("Deposits") and with respect to any personal property included in the definition herein of the word "Personal Property", which property may not be deemed to form a part of any property included in the definition herein of the words Land, Improvements or Fixtures or any other property to which the City owns or has a right to or in with respect to the real estate described in Exhibit A or may not constitute a "fixture" within the meaning of the UCC, and all replacements of such Personal Property, substitutions and additions thereto and the proceeds thereof, all such property being sometimes hereinafter collectively referred to as the "Collateral", and that a security interest in and to the Collateral and the Deposits is hereby granted to Xxxxxx and the Deposits and all of Xxxxxxxx’s right, title and interest therein are hereby assigned to Lender, all to secure payment of the Indebtedness and to secure performance by Borrower of the terms, covenants and provisions hereof. Upon the occurrence of an Event of Default under this Leasehold Mortgage, Lender, pursuant to the appropriate provisions of the UCC, shall have all the option of proceeding with respect to the Collateral in accordance with its rights and remedies with respect to the Personal Property, in which event the default provisions of a secured party under the applicable Uniform Commercial Code and other applicable LawsUCC shall not apply. Upon demand by LenderThe parties agree that, Borrowers in the event Lender shall assemble elect to proceed with respect to the Collateral and make it available to Lenderseparately, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without ten (10) days’ notice from time to time enter upon any Borrower’s premises to take possession of the Collateralsale of the Collateral shall be reasonable notice. The reasonable expenses of retaking, to remove itholding, to render it unusable, to process it or otherwise prepare it preparing for sale, selling and the like incurred by Lender shall include, but not be limited to, reasonable attorneys’ fees and legal expenses incurred by Xxxxxx. Borrower agrees that, without the written consent of Lender, Borrower will not remove or permit to be removed from the Premises any of the Collateral except that so long as the Borrower is not in default hereunder, Borrower shall be permitted to sell or otherwise dispose of it. Any written notice the Collateral, when obsolete, worn out, inadequate, unserviceable or unnecessary for use in the operation of the salePremises, disposition upon replacing the same or substituting for the same other intended action by Collateral at least equal in value to the initial value to that disposed of and in such a manner so that said Collateral shall be subject to the security interest created hereby, and so that the security interest of Lender with respect shall be first in priority, it being expressly understood and agreed that all replacements of the Collateral and any additions to the Collateral which is sent by regular mailshall be and become immediately subject to the security interest of this Leasehold Mortgage and covered hereby. Borrower shall, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown time, on Lender’s recordsrequest of Xxxxxx, at least ten (10) days prior deliver to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize that Lender may be unable to effect a public sale of all or a part an inventory of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amendedreasonable detail. Borrower covenants and represents that all Collateral, and all replacements thereof, substitutions therefor or additions thereto, unless Lender otherwise consents, now are and will be free and clear of liens (other applicable Federal than the lien of taxes not yet due or payable), encumbrances or security interests of others. Borrower shall, upon demand execute and state Laws. deliver to Lender may, therefore, such financing statements and other documents in its discretion, take such steps as it may deem appropriate form satisfactory 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 Lender that they are purchasing such securities for their account, for investmentLender, and not with a view to the distribution or resale of any thereof. Borrowers covenant and agree to will do or cause to be done promptly all such acts and things as Lender may request at anytime, or from time to time and time, reasonably request or as may be necessary or appropriate to offer and/or sell establish and maintain a first perfected security interest in the securities Deposits and Collateral, subject to no liens (other than the lien of taxes not yet due or any part thereof in payable), encumbrances, or security interests of others. Provided, however, Borrower may grant purchase money security interests to third party lenders for small equipment and office furniture used for the purpose of its corporate business operations. This Leasehold Mortgage also constitutes a manner which is valid financing statement for the purpose of the UCC. For such purpose the name and binding address of the debtor and in conformance with all applicable Laws. Upon any such sale or dispositionthe secured party are as set forth below: Name and Address of Debtor: Woodside Racquet Club Management, Lender shall have Inc. 0000 Xxxx 00xx Xxxxx Xxxxxxxx, Xxxxxx 00000 Debtor’s Organizational ID Number: 0425925 - Kansas Address of Premises: 0000 Xxxx 00xx Xxxxx Xxxxxxxx, Xxxxxx 00000 Name and Address of Secured Party: Great Western Bank 00000 Xxxxxxx Xxxxxxx Xxxxxxx Xxxxxxx, Xxxxxx 00000 This financing statement covers the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldCollateral.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers the Borrower at the address set forth in Section 8.1 (Notices)of this Agreement, or such other address of Borrowers the Borrower which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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. Borrowers covenant The Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have all Without limitation of Mortgagee's rights of ----------------------- enforcement with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Mortgagee may exercise its rights and remedies of a secured party enforcement with respect to the Collateral or any part thereof under the applicable Uniform Commercial Code as adopted in the State of Illinois, as amended (or under the Uniform Commercial Code in force in any other state to the extent the same is applicable law) and other in conjunction with, in addition to or in substitution for those rights and remedies: (1) Mortgagee may enter upon Mortgagor's premises to take possession of, assemble and collect the Collateral or, to the extent and for those items of the Collateral permitted under applicable Laws. Upon demand by Lenderlaw, Borrowers shall to render it unusable; (2) Mortgagee may require Mortgagor to assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject Mortgagee designates which is mutually convenient to allow Mortgagee to take possession or dispose of the Collateral; (3) written notice mailed to Mortgagor as provided herein at least five (5) days prior to the terms date of public sale of the Collateral or prior to the date after which private sale of the Collateral will be made shall constitute reasonable notice; (4) any sale made pursuant to the provisions of this paragraph shall be deemed to have been a public sale conducted in a commercially reasonable manner if held contemporaneously with and upon the same notice as required for the sale of the Property under applicable leaseslaw; (5) in the event of a foreclosure sale, Lender or its agents may without notice from time to time enter upon any Borrower’s premises to the Collateral and the other Property may, at the option of Mortgagee, be sold as a whole; (6) it shall not be necessary that Mortgagee take possession of the CollateralCollateral or any part thereof prior to the time that any sale pursuant to the provisions of this Section is conducted and it shall not be necessary that the Collateral or any part thereof be present at the location of such sale; (7) with respect to application of proceeds of disposition of the Collateral under Section 5.2 hereof, the costs and expenses incident to remove itdisposition shall include the reasonable expenses of retaking, holding, preparing for sale or lease, selling, leasing and the like and the reasonable attorneys' fees and legal expenses incurred by Mortgagee; (8) any and all statements of fact or other recitals made in any xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to render it unusable, nonpayment of the secured indebtedness or as to process it or otherwise prepare it for salethe occurrence of any Event of Default, or as to sell Mortgagee having declared all of such indebtedness to be due and payable, or otherwise dispose as to notice of it. Any written notice time, place and terms of sale and of the properties to be sold having been duly given, or as to any other act or thing having been duly done by Mortgagee, shall be taken as prima facie evidence of the truth of the facts so stated and recited; and (9) Mortgagee may appoint or delegate any one or more persons as agent to perform any act or acts necessary or incident to any sale held by Mortgagee, including the sending of notices and the conduct of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower 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. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained but in the Securities Act name and on behalf of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldMortgagee.

Uniform Commercial Code. Lender Beneficiary shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable LawsUCC. Upon demand by LenderBeneficiary, Borrowers Trustor shall assemble the UCC Collateral and make it available to LenderBeneficiary, at a place designated by LenderBeneficiary. Subject to the terms of any applicable leases, Lender Beneficiary or its agents may without notice from time to time enter upon any BorrowerTrustor’s premises to take possession of the UCC Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender Beneficiary with respect to the UCC Collateral which is sent by regular mail, postage prepaid, to Borrowers Trustor at the address set forth in Section 8.1 (Notices), or such other address of Borrowers Trustor which may from time to time be shown on LenderBeneficiary’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to BorrowersTrustor. Lender Beneficiary may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement Security Instrument shall require Lender Beneficiary to give any notice not required by applicable Lawslaws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the UCC Collateral, each Borrower Trustor 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. Borrowers recognize Trustor recognizes that Lender Beneficiary may be unable to effect a public sale of all or a part of the UCC Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal federal and state Lawslaws. Lender Beneficiary may, therefore, in its discretion, take such steps as it may deem appropriate to comply with such Laws laws and may, for example, at any sale of the UCC 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 Lender Beneficiary that they are purchasing such securities for their account, for investment, and not with a view to the distribution or resale of any thereof. Borrowers covenant Trustor covenants and agree agrees to do or cause to be done promptly all such acts and things as Lender Beneficiary 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 Lawslaws. Upon any such sale or disposition, Lender Beneficiary shall have the right to deliver, assign and transfer to the purchaser thereof the UCC Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, the Borrowers shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers at the address set forth in Section 8.1 (Notices)of this Agreement, or such other address of the Borrowers which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to the Borrowers. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Borrowers agree 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 Borrowers recognize that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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 Borrowers covenant and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lender, Borrowers Borrower shall assemble the Collateral and make it available to Lender, at a place designated by Lender. Subject to the terms of any applicable leases, Lender or its agents may without notice from time to time enter upon any Borrower’s 's or MXL's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers Borrower or MXL at the address set forth in Section 8.1 9.1 (Notices), or such other address of Borrowers Borrower or MXL which may from time to time be shown on Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to BorrowersBorrower of MXL, as applicable. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees and MXL agree 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. Borrowers recognize Borrower and MXL each recognizes that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender The Agent shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by Lenderthe Agent, Borrowers the Borrower shall assemble the Collateral and make it available to Lenderthe Agent, at a place designated by Lenderthe Agent. Subject to the terms of any applicable leases, Lender The Agent or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. At the Agent's direction, the Borrower shall cease to process, prepare for sale, sell or otherwise dispose of the Collateral. Any written notice of the sale, disposition or other intended action by Lender the Agent with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers the Borrower at the its respective address set forth in Section 8.1 (Notices)9.1 of this Agreement, or such other address of Borrowers the Borrower which may from time to time be shown on Lender’s the Agent's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. Lender The Agent may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender the Agent to give any notice not required by applicable LawsLaws or not required by the specific terms of this Agreement. If any consent, approval, or authorization of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that Lender the Agent may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property Securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal federal and state Laws. Lender The Agent 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 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 Lender the Agent that they are purchasing such securities Securities for their account, for investment, and not with a view to the distribution or resale of any thereof. Borrowers covenant The Borrower covenants and agree agrees to do or cause to be done promptly all such acts and things as Lender the Agent may request from time to time and as may be necessary to offer and/or sell the securities Securities or any part thereof in a manner which is valid and binding and in conformance with all applicable Laws. Upon any such sale or disposition, Lender the Agent shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities Securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers the Borrower at the address set forth in Section 8.1 (Notices), or such other address of Borrowers the Borrower which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. 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 state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property 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. Borrowers covenant The Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender shall have all For purposes of the rights Delaware Uniform Commercial Code, the Units shall be considered “securities in registered form” as defined in UCC Section 8-102, shall be media for investment, and remedies shall be securities governed by Article 8 of a secured party under the applicable Delaware Uniform Commercial Code. Such designation of the Units as “securities” shall be solely for purposes of the Delaware Uniform Commercial Code and shall not indicate that they are “securities” for any other applicable Lawsprovision of law. Upon demand The Unit certificates shall contain the following legends: “For purposes of the Delaware Uniform Commercial Code (the “UCC”), the Units represented by Lenderthis certificate shall be considered “securities in registered form” as defined in UCC Section 8-102, Borrowers shall assemble be media for investment, and shall be securities governed by Article 8 of the Collateral UCC. Such designation of the Units as “securities” shall be solely for purposes of the UCC and make it available to Lendershall not indicate that they are “securities” for any other provision of law. Each Interest as described more fully in the Operating Agreement of Xxxx BR Hillsboro Village JV, at a place designated by Lender. Subject to the terms LLC dated as of any applicable leases____________ ___, Lender or its agents 2010, as such agreement may without notice be amended from time to time enter upon time, (the “Operating Agreement”) shall be considered to be a part of a class consisting of all Interests but shall constitute its own series with the rights and duties assigned to it by such operating agreement. The Company shall maintain books for the purpose of registering the ownership of Units. No transfer of any Borrower’s premises to take possession Units shall be effective until the transfer of the CollateralUnits is registered upon books maintained for that purpose by the Company.” “The Units represented by this certificate have not been registered with the securities and exchange commission under the Securities Act of 1933, to remove it, to render it unusable, to process it or otherwise prepare it for saleas amended, or to sell or otherwise dispose of it. Any written notice of under the sale, disposition or other intended action by Lender with respect to the Collateral which is sent by regular mail, postage prepaid, to Borrowers at the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization securities laws of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any state in reliance upon exemptions therefrom. The sale or other disposition of the CollateralUnits is restricted as stated in the Operating Agreement and in any event is prohibited unless the Company receives assurances satisfactory to the Company (including, each Borrower agrees if required by the Company, an opinion of counsel satisfactory to execute all it and its counsel) that such applications and sale or other instruments, and to take all other action, as may disposition can be required in connection with securing any such consent, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property by reason of certain prohibitions contained in made without registration under the Securities Act of 1933, as amended, and any applicable state securities laws. By acquiring the Units represented by this certificate, the member represents that it will not sell or otherwise dispose of its Units (i) without registration or other applicable Federal compliance with the aforesaid laws and state Laws. Lender may, therefore, in its discretion, take such steps as it may deem appropriate to comply the rules and regulations issued thereunder or (ii) without compliance with such Laws and may, for example, at any sale the terms of the Collateral consisting Operating Agreement. The Operating Agreement also provides for various other limitations and obligations and all of securities restrict the prospective bidders terms thereof are incorporated herein by reference. A copy of such Operating Agreement is on file at the office of the Company and is available upon request. Any attempted sale, transfer, pledge, hypothecation or purchasers as to their number, nature other disposition of business the Units represented by this certificate not in compliance with the terms and investment intention, including, without limitation, a requirement that the Persons making conditions of such purchases represent Operating Agreement shall be void and agree to the satisfaction of Lender that they are purchasing such securities for their account, for investment, no force and not with a view to the distribution or resale of any thereof. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldeffect.”

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon the occurrence and during the continuation of a Default, to the extent permitted under applicable law, upon demand by the Lender, Borrowers the Obligors shall assemble the Collateral and make it available to Lender, the Lender at a place designated by the Lender. Subject to Upon the terms occurrence and during the continuation of any applicable leasesa Default, the Lender or its agents may without notice from time to time enter upon any Borrower’s Obligor's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Upon the occurrence and during the continuation of a Default, at the Lender's direction, the Obligors shall cease to process, prepare for sale, sell or otherwise dispose of the Collateral. 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 Borrowers the Obligors at the address set forth in Section 8.1 (Notices)) of this Agreement, or such other address of Borrowers the Obligors which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Obligors. 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 state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees the Obligors agree 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. Borrowers The Obligors recognize that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property 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. Borrowers The Obligors covenant and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.

Uniform Commercial Code. Lender Beneficiary shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable LawsUCC. Upon demand by LenderBeneficiary, Borrowers Trustor shall assemble the UCC Collateral and make it available to LenderBeneficiary, at a place designated by LenderBeneficiary. Subject to the terms of any applicable leases, Lender Beneficiary or its agents may without notice from time to time enter upon any Borrower’s Trustor's premises to take possession of the UCC Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. Any written notice of the sale, disposition or other intended action by Lender Beneficiary with respect to the UCC Collateral which is sent by regular mail, postage prepaid, to Borrowers Trustor at the address set forth in Section 8.1 (Notices), or such other address of Borrowers Trustor which may from time to time be shown on Lender’s Beneficiary's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to BorrowersTrustor. Lender Beneficiary may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement Security Instrument shall require Lender Beneficiary to give any notice not required by applicable Lawslaws. If any consent, approval, or authorization of any state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the UCC Collateral, each Borrower Trustor 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. Borrowers recognize Trustor recognizes that Lender Beneficiary may be unable to effect a public sale of all or a part of the UCC Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal federal and state Lawslaws. Lender Beneficiary may, therefore, in its discretion, take such steps as it may deem appropriate to comply with such Laws laws and may, for example, at any sale of the UCC 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 Lender Beneficiary that they are purchasing such securities for their account, for investment, and not with a view to the distribution or resale of any thereof. Borrowers covenant Trustor covenants and agree agrees to do or cause to be done promptly all such acts and things as Lender Beneficiary 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 Lawslaws. Upon any such sale or disposition, Lender Beneficiary shall have the right to deliver, assign and transfer to the purchaser thereof the UCC Collateral consisting of securities so sold.

Uniform Commercial Code. The Lender shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code and other applicable Laws. Upon demand by the Lender, Borrowers the Borrower shall assemble the Collateral and make it available to the Lender, at a place designated by the Lender. Subject to the terms of any applicable leases, The Lender or its agents may without notice from time to time enter upon any the Borrower’s 's premises to take possession of the Collateral, to remove it, to render it unusable, to process it or otherwise prepare it for sale, or to sell or otherwise dispose of it. 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 Borrowers the Borrower at the address set forth in Section 8.1 (Notices), or such other address of Borrowers the Borrower which may from time to time be shown on the Lender’s 's records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowersthe Borrower. 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 state, municipal or other Governmental Authority governmental department, agency or authority or of any person, or any person, corporation, partnership or other Person or of any Person entity having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each the Borrower 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. Borrowers recognize The Borrower recognizes that the Lender may be unable to effect a public sale of all or a part of the Collateral consisting of Investment Property securities by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal 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. Borrowers covenant The Borrower covenants and agree 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. Upon any such sale or disposition, the Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so sold.. 7.2.4

Uniform Commercial Code. Lender shall have Beneficiary may proceed under the UCC as to all or any part of the Personalty, and in conjunction therewith may exercise all of the rights rights, remedies and remedies powers of a secured party creditor under the applicable Uniform Commercial Code and other applicable LawsUCC. Upon demand by Lenderthe occurrence and during the continuation of any Event of Default, Borrowers Grantor shall assemble all of the Collateral Accessories and make it the same available to Lenderwithin the Improvements. In connection therewith, Beneficiary may sell any Personalty at public or private sale, at a place designated by Lenderthe office of Beneficiary or elsewhere, for cash or credit and upon such other terms as Beneficiary deems commercially reasonable. Subject Beneficiary may sell any Personalty at one or more sales, and the security interest granted hereunder shall remain in effect as to the terms unsold portion of the Personalty. Grantor agrees that to the extent permitted by law such sales may be made without notice. If notice is required by any Legal Requirement, Grantor hereby deems ten (10) days advance notice of the time and place of any applicable leasespublic or private sale reasonable notification, Lender or its agents may without notice from time to time enter upon recognizing that if any Borrower’s premises to take possession portion of the CollateralPersonalty is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, shorter notice may be reasonable. Beneficiary shall not be obligated to remove itmake any sale of Personalty regardless of notice of sale having been given. Beneficiary may adjourn any sale by announcement at the time and place fixed therefor, and such sale may, without further notice, be made at the time and place to render which it unusablewas adjourned. In the event that any sale hereunder is not completed or is defective in the opinion of Beneficiary, Beneficiary shall have the right to process it cause subsequent sales to be made hereunder. Any statements of fact or otherwise prepare it for other recitals made in any xxxx of sale, assignment, or other document representing any sale hereunder, including statements relating to sell or otherwise dispose the occurrence of it. Any written an Event of Default, acceleration of the Secured Obligations, notice of the sale, disposition or the time, place, and terms of the sale, and other intended action actions taken by Lender with respect Beneficiary in relation to the Collateral which is sent sale may be conclusively relied upon by regular mail, postage prepaid, the purchaser at any sale hereunder. Beneficiary may delegate to Borrowers at any agent the address set forth in Section 8.1 (Notices), or such other address of Borrowers which may from time to time be shown on Lender’s records, at least ten (10) days prior to such sale, disposition or other action, shall constitute commercially reasonable notice to Borrowers. Lender may alternatively or additionally give such notice in any other commercially reasonable manner. Nothing in this Agreement shall require Lender to give any notice not required by applicable Laws. If any consent, approval, or authorization performance of any state, municipal or other Governmental Authority or of any other Person or of any Person having any interest therein, should be necessary to effectuate any sale or other disposition of the Collateral, each Borrower agrees to execute all such applications and other instruments, and to take all other action, as may be required acts in connection with securing any such consentsale hereunder, approval or authorization. Borrowers recognize that Lender may be unable to effect a public sale including the sending of all or a part notices and the conduct of the Collateral consisting of Investment Property by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and other applicable Federal and state Laws. 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 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. Borrowers covenant and agree to do or cause to be done promptly all such acts and things as 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. Upon any such sale or disposition, Lender shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral consisting of securities so soldsale.