Common use of Standards for Exercising Remedies Clause in Contracts

Standards for Exercising Remedies. To the extent that applicable law imposes duties on Subordinate Lender to exercise remedies in a commercially reasonable manner, Borrower acknowledges and agrees that it is not commercially unreasonable for Subordinate Lender (a) to fail to incur expenses reasonably deemed significant by Subordinate Lender to prepare Collateral for disposition, (b) to fail to obtain third party consents for access to Collateral to be disposed of, or to obtain or, if not required by other law, to fail to obtain governmental or third party consents for the collection or disposition of Collateral to be collected or disposed of, (c) to fail to exercise collection remedies against Borrower or other Persons obligated on Collateral or to remove liens or encumbrances on or any adverse claims against Collateral, (d) to exercise collection remedies against Borrower and other Persons obligated on Collateral directly or through the use of collection agencies and other collection specialists, (e) to contact other Persons, whether or not in the same business as Borrower, for expressions of interest in acquiring all or any portion of the Collateral, (f) to provide credit terms to potential purchasers to facilitate the sale of the Collateral, or (g) to the extent deemed appropriate by Subordinate Lender, to obtain the services of other brokers, investment bankers, consultants and other professionals to assist Subordinate Lender in the collection or disposition of any of the Collateral. Borrower acknowledges that the purpose of this Section 8.3 is to provide non- exhaustive indications of what actions or omissions by Subordinate Lender would not be commercially unreasonable in Subordinate Lender’s exercise of remedies against the Collateral and that other actions or omissions by Subordinate Lender shall not be deemed commercially unreasonable solely on account of not being indicated in this Section 8.3. Without limitation upon the foregoing, nothing contained in this Section 8.3 shall be construed to grant any rights to Borrower to impose any duties on Subordinate Lender that would not have been granted or imposed by this Agreement or by applicable law in the absence of this Section 8.3.

Standards for Exercising Remedies. To the extent that applicable law imposes duties on Subordinate Lender the Agent or the Holders to exercise remedies in a commercially reasonable manner, Borrower the Debtor acknowledges and agrees that it is not commercially unreasonable for Subordinate Lender the Agent (a) to fail to incur expenses reasonably deemed significant by Subordinate Lender the Agent to prepare Collateral for disposition, (b) to fail to obtain third party consents for access to Collateral to be disposed of, or to obtain or, if not required by other law, (c) to fail to obtain governmental or third party consents for the collection or disposition of Collateral to be collected or disposed of, (cd) to fail to exercise collection remedies against Borrower account debtors or other Persons persons obligated on Collateral or to remove liens or encumbrances on or any adverse claims against Collateral, (de) to exercise collection remedies against Borrower account debtors and other Persons persons obligated on Collateral directly or through the use of collection agencies and other collection specialists, (ef) to advertise dispositions of Collateral through publications or media of general circulation, whether or not the Collateral is of a specialized nature, (g) to contact other Personspersons, whether or not in the same business as Borrowerthe Debtor, for expressions of interest in acquiring all or any portion of the Collateral, (fh) to hire one or more professional auctioneers to assist in the disposition of Collateral, at commercially reasonable rates, (i) to dispose of Collateral by utilizing Internet sites that provide credit terms to potential purchasers to facilitate for the sale auction of assets of the types included in the Collateral or that have the reasonable capability of doing so, or that match buyers and sellers of assets at commercially reasonable rates, (j) to purchase reasonable insurance or credit enhancements to insure the Agent against risks of loss, collection or disposition of Collateral or to provide to the Agent a guaranteed return from the collection or disposition of Collateral, or (gk) to the extent deemed appropriate by Subordinate Lenderthe Agent, to obtain the services of other brokers, investment bankers, consultants and other professionals to assist Subordinate Lender the Agent in the collection or disposition of any of the Collateral. Borrower The Debtor acknowledges that the purpose of this Section 8.3 Article XIII is to provide non- non-exhaustive indications of what actions or omissions by Subordinate Lender the Agent would not be commercially unreasonable in Subordinate Lenderthe Agent’s exercise of remedies against the Collateral and that other actions or omissions by Subordinate Lender the Agent shall not be deemed commercially unreasonable solely on account of not being indicated in this Section 8.3Article XIII. Without limitation upon the foregoing, nothing contained in this Section 8.3 Article XIII shall be construed to grant any rights to Borrower the Debtor or to impose any duties on Subordinate Lender the Agent that would not have been granted or imposed by this Agreement or by applicable law in the absence of this Section 8.3Article XIII.

Standards for Exercising Remedies. To Borrower and Lenders agree that in exercising remedies provided by the extent that UCC or other applicable law imposes that impose duties on Subordinate Lender the Lenders to exercise such remedies in a commercially reasonable manner, Borrower acknowledges and agrees that it is not commercially unreasonable for Subordinate Lender : (a) to fail the Lenders shall not be required to incur expenses reasonably deemed significant by Subordinate Lender incident to prepare the preparation of Collateral for disposition if it is unlikely Lenders will recover such expenses in connection with the disposition, ; (b) to fail the Lenders shall not be required to obtain any third party consents for access to Collateral to be disposed of, or to obtain or, if not required by other law, to fail shall not be required to obtain governmental or third party consents for the collection or disposition of Collateral to be collected or disposed of, ; (c) to fail Lenders may determine in its reasonable discretion whether to exercise collection remedies against Borrower Account Debtors either directly or other Persons obligated on Collateral through collection agencies or to remove liens or encumbrances on or any adverse claims against the Collateral, ; (d) the Lenders shall not be required to exercise collection remedies against Borrower and other Persons obligated on Collateral directly or through the use of collection agencies and other collection specialists, (e) to privately contact other Persons, whether or not in the same business as Borrower, for expressions of interest in acquiring all or any portion potential acquirers of the Collateral, (f) to provide credit terms to potential purchasers to facilitate the retain an auctioneer for public sale of the Collateral, or (g) to the extent deemed appropriate by Subordinate Lender, to obtain procure the services of other brokersprofessionals; (e) Lenders may utilize internet auction sites, investment bankers(f) Lenders may offer the Collateral for sale in its entirely or as divisible units; (g) Lenders may disclaim disposition warranties, consultants including, without limitation, any warranties of title; and other professionals (h) Lenders may, at their sole expense, purchase insurance or credit enhancements to assist Subordinate Lender in insure the Lenders against risks of loss, collection or disposition of Collateral or to provide to the Lenders a guaranteed return from the collection or disposition of any of the Collateral. The Borrower acknowledges that the purpose of this Section 8.3 is to provide non- non-exhaustive indications of what actions or omissions by Subordinate Lender the Lenders would not be commercially unreasonable reasonable in Subordinate Lender’s the Lenders’ exercise of remedies against the Collateral and that other actions or omissions by Subordinate Lender the Lenders shall not be deemed commercially unreasonable solely on account of not being indicated in this Section 8.3Section. Without limitation upon the foregoing, nothing contained in this Section 8.3 shall be construed to grant any rights to the Borrower or to impose any duties on Subordinate Lender the Lenders that would not have been granted or imposed by this Agreement or by applicable law in the absence of this Section 8.3Section.

Standards for Exercising Remedies. To the extent that applicable law imposes duties on Subordinate the Lender to exercise remedies in a commercially reasonable manner, Borrower the Company acknowledges and agrees that it is not commercially unreasonable for Subordinate the Lender to (a) to fail to incur expenses reasonably deemed significant by Subordinate the Lender to prepare Collateral for disposition, (b) to fail to obtain third third-party consents for access to Collateral to be disposed of, or to obtain or, if not required by other law, to fail to obtain governmental or third party consents for the collection or disposition of Collateral to be collected or disposed of, (c) to fail to exercise collection remedies against Borrower or other Persons obligated on Collateral or to remove liens or encumbrances on or any adverse claims against Collateral, (d) to exercise collection remedies against Borrower and other Persons obligated on advertise dispositions of Collateral directly through publications or through media of general circulation, whether or not the use Collateral is of collection agencies and other collection specialistsa specialized nature, (e) to contact other Personspersons, whether or not in the same business as Borrowerthe Company, for expressions of interest in acquiring all or any portion of the Collateral, (f) hire one or more professional auctioneers to assist in the disposition of Collateral, whether or not the Collateral is of a specialized nature, (g) dispose of Collateral by utilizing Internet sites that provide for the auction of assets of the types included in the Collateral or that have the reasonable capability of doing so, or that match buyers and sellers of assets, (h) dispose of assets in wholesale rather than retail markets, (i) disclaim disposition warranties, (j) purchase insurance or credit enhancements to insure the Lender against risks of loss, collection or disposition of Collateral or to provide credit terms to potential purchasers to facilitate the sale Lender a guaranteed return from the collection or disposition of the Collateral, or (gk) to the extent deemed appropriate by Subordinate the Lender, to obtain the services of other brokers, investment bankerslenders, consultants and other professionals to assist Subordinate the Lender in the collection or disposition of any of the Collateral. Borrower The Company acknowledges that the purpose of this Section 8.3 is to provide non- non-exhaustive indications of what actions or omissions by Subordinate the Lender would not be commercially unreasonable in Subordinate the Lender’s exercise of remedies against the Collateral and that other actions or omissions by Subordinate the Lender shall not be deemed commercially unreasonable solely on account of not being indicated in this Section 8.3Section. Without limitation upon the foregoing, nothing contained in this Section 8.3 shall be construed to grant any rights to Borrower the Company or to impose any duties on Subordinate the Lender that would not have been granted or imposed by this Agreement or by applicable law in the absence of this Section 8.3Section.

Standards for Exercising Remedies. To the extent that applicable law imposes duties on Subordinate NT Senior Lender to exercise remedies in a commercially reasonable manner, Borrower acknowledges and agrees that it is not commercially unreasonable for Subordinate NT Senior Lender (a) to fail to incur expenses reasonably deemed significant by Subordinate NT Senior Lender to prepare Collateral for disposition, (b) to fail to obtain third party consents for access to Collateral to be disposed of, or to obtain or, if not required by other law, to fail to obtain governmental or third party consents for the collection or disposition of Collateral to be collected or disposed of, (c) to fail to exercise collection remedies against Borrower or other Persons obligated on Collateral or to remove liens or encumbrances on or any adverse claims against Collateral, (d) to exercise collection remedies against Borrower and other Persons obligated on Collateral directly or through the use of collection agencies and other collection specialists, (e) to contact other Persons, whether or not in the same business as Borrower, for expressions of interest in acquiring all or any portion of the Collateral, (f) to provide credit terms to potential purchasers to facilitate the sale of the Collateral, or (g) to the extent deemed appropriate by Subordinate NT Senior Lender, to obtain the services of other brokers, investment bankers, consultants and other professionals to assist Subordinate NT Senior Lender in the collection or disposition of any of the Collateral. Borrower acknowledges that the purpose of this Section 8.3 is to provide non- non-exhaustive indications of what actions or omissions by Subordinate NT Senior Lender would not be commercially unreasonable in Subordinate NT Senior Lender’s exercise of remedies against the Collateral and that other actions or omissions by Subordinate NT Senior Lender shall not be deemed commercially unreasonable solely on account of not being indicated in this Section 8.3. Without limitation upon the foregoing, nothing contained in this Section 8.3 shall be construed to grant any rights to Borrower to impose any duties on Subordinate NT Senior Lender that would not have been granted or imposed by this Agreement or by applicable law in the absence of this Section 8.3.

Standards for Exercising Remedies. To Borrower, the extent Administrative Agent and Lenders agree that in exercising remedies provided by the UCC or other applicable law imposes that impose duties on Subordinate Lender the Lenders or the Administrative Agent to exercise such remedies in a commercially reasonable manner, Borrower acknowledges and agrees that it is not commercially unreasonable for Subordinate Lender : (a) to fail neither the Administrative Agent nor the Lenders shall be required to incur expenses reasonably deemed significant by Subordinate Lender incident to prepare the preparation of Collateral for disposition if it is unlikely Lenders will recover such expenses in connection with the disposition, ; (b) to fail neither the Administrative Agent nor the Lenders shall be required to obtain any third party consents for access to Collateral to be disposed of, or to obtain or, if not required by other law, to fail shall not be required to obtain governmental or third party consents for the collection or disposition of Collateral to be collected or disposed of, ; (c) to fail Lenders or the Administrative Agent may determine in its reasonable discretion whether to exercise collection remedies against Borrower Account Debtors either directly or other Persons obligated on Collateral through collection agencies or to remove liens or encumbrances on or any adverse claims against the Collateral, ; (d) Neither the Administrative Agent nor the Lenders shall be required to exercise collection remedies against Borrower and other Persons obligated on Collateral directly or through the use of collection agencies and other collection specialists, (e) to privately contact other Persons, whether or not in the same business as Borrower, for expressions of interest in acquiring all or any portion potential acquirers of the Collateral, (f) to provide credit terms to potential purchasers to facilitate the retain an auctioneer for public sale of the Collateral, or (g) to the extent deemed appropriate by Subordinate Lender, to obtain procure the services of other brokersprofessionals; (e) Lenders or the Administrative Agent may utilize internet auction sites, investment bankers(f) Lenders or the Administrative Agent may offer the Collateral for sale in its entirely or as divisible units; (g) Lenders or the Administrative Agent may disclaim disposition warranties, consultants including, without limitation, any warranties of title; and other professionals (h) Lenders may, at their sole expense, purchase insurance or credit enhancements to assist Subordinate Lender in insure the Lenders against risks of loss, collection or disposition of Collateral or to provide to the Lenders a guaranteed return from the collection or disposition of any of the Collateral. The Borrower acknowledges that the purpose of this Section 8.3 is to provide non- non-exhaustive indications of what actions or omissions by Subordinate Lender the Lenders or the Administrative Agent would not be commercially unreasonable reasonable in Subordinate Lender’s the Lenders’ exercise of remedies against the Collateral and that other actions or omissions by Subordinate Lender the Lenders or the Administrative Agent shall not be deemed commercially unreasonable solely on account of not being indicated in this Section 8.3section. Without limitation upon the foregoing, nothing contained in this Section 8.3 section shall be construed to grant any rights to the Borrower or to impose any duties on Subordinate Lender the Lenders or the Administrative Agent that would not have been granted or imposed by this Agreement or by applicable law in the absence of this Section 8.3Section.