Common use of Uniform Commercial Code Clause in Contracts

Uniform Commercial Code. Without limitation of any rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, 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) and in conjunction with, in addition to or in substitution for those rights and remedies: (i) Holder 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 law, to render it unusable; (ii) Holder may require Grantor to assemble the Collateral and make it available at a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv) any sale made pursuant to the provisions of this clause (d) 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 clause (c) above in this Section 5.1; (v) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of Holder, be sold as a whole; (vi) it shall not be necessary for Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) is conducted and it shall not be necessary for the Collateral or any part thereof to be present at the location of such sale; (vii) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel); (viii) any and all statements of fact or other recitals made in any bill of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Default, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or Lenders, shall be taken as prima facie evidence of the truth of the facts so stated and recited; (ix) Holder 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 Xxxxxx, including the sending of notices and the conduct of the sale, but in the name of Holder on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such loss.

Uniform Commercial Code. Without limitation of any rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, 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) and in conjunction with, in addition to or in substitution for those rights and remedies: (i) Holder may enter upon GrantorXxxxxxx’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 law, to render it unusable; (ii) Holder may require Grantor to assemble the Collateral and make it available at a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv) any sale made pursuant to the provisions of this clause (d) 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 clause (c) above in this Section 5.1; (v) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of Holder, be sold as a whole; (vi) it shall not be necessary for Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) is conducted and it shall not be necessary for the Collateral or any part thereof to be present at the location of such sale; (vii) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx Holder and Lenders (including the market value of services provided by in-house counsel); (viii) any and all statements of fact or other recitals made in any bill of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Default, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or Lenders, shall be taken as prima facie evidence of the truth of the facts so stated and recited; (ix) Holder 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 Xxxxxx, including the sending of notices and the conduct of the sale, but in the name of Holder on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such loss.

Uniform Commercial Code. Without limitation of any Holder’s rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Wyoming Uniform Commercial Code, as in effect from time to time Code (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder 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 law, to render it unusable; (ii2) Holder may require Grantor to assemble the Collateral and make it available at a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause paragraph (c) above in this Section 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee Grantee or its trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of Holder, be sold as a whole; (vi6) it shall not be necessary for that Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Holder; (viii) 8) any and all statements of fact or other recitals made in any bill xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Defaultdefault, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or LendersHolder, shall be taken as prima facie evidence of the truth of the facts so stated and recited; and (ix9) Holder 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 XxxxxxHolder, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossHolder.

Uniform Commercial Code. Without limitation of any Beneficiary's rights of enforcement of Holder and Lenders with respect to the Personal Property Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder Beneficiary may exercise its rights of enforcement with respect to the Personal Property Collateral or any part thereof under the California Uniform Commercial Code, Texas Business and Commerce Code as in effect from time to time amended (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder Beneficiary may enter upon Grantor’s 's premises to take possession of, assemble and collect the Personal Property Collateral or, to the extent and for those items of the Personal Property Collateral permitted under applicable law, to render it unusable; (ii2) Holder Beneficiary may require Grantor to assemble the Personal Property Collateral and make it available at a place Holder Beneficiary designates which is mutually convenient to allow Holder Beneficiary to take possession or dispose of the Personal Property Collateral; (iii3) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Personal Property Collateral or prior to the date on after which private sale of the Personal Property Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause paragraph (cf) above in this Section 5.12.2; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Personal Property Collateral and the other Property may, at the option of HolderBeneficiary, be sold as a whole; (vi6) it shall not be necessary for Holder to that Beneficiary take possession of the Personal Property Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Personal Property Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from disposition of the Personal Property Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Beneficiary; (viii) 8) any and all statements of fact or other recitals made in any bill xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Defaultdefault, or as to Holder Beneficiary having declared all of such indebtedness to be due and payable, 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 Holder or LendersBeneficiary, shall be taken as prima facie evidence of the truth of the facts so stated and recited; and (ix9) Holder Beneficiary 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 XxxxxxBeneficiary, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossBeneficiary.

Uniform Commercial Code. Without limitation of any Holder's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Virginia Uniform Commercial Code, 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) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder may enter upon Grantor’s '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 law, to render it unusable; (ii2) Holder may require Grantor to assemble the Collateral and make it available at a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii3) in any respect, the its liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them it as a matter of law under the California Virginia Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause paragraph (c) above in this Section 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of Holder, be sold as a whole; (vi6) it shall not be necessary for that Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including including, without limitation, the market value of services provided by allocated costs for in-house counsel)legal services) incurred by Holder; (viii) 8) any and all statements of fact or other recitals made in any bill of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Defaultdefault, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or LendersXxxxxx, shall be taken as prima facie evidence of the truth of the facts so stated and recited; (ix9) Holder 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 Xxxxxx, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and LendersHolder; (x10) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi11) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warrantieswarranties including, including without limitation, warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii12) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii13) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that that, in such event neither event, Holder nor Lenders shall have any no liability or responsibility to Grantor for such loss.

Uniform Commercial Code. Without limitation of any Holder's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Texas Business and Commerce Code, as in effect from time to time (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder may enter upon Grantor’s '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 law, to render it unusable; (ii2) Holder may require Grantor to assemble the Collateral and make it available at a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii3) in any respect, the its liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them it as a matter of law under the California Uniform Texas Business and Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause paragraph (c) above in this Section 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of Holder, be sold as a whole; (vi6) it shall not be necessary for that Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including including, without limitation, the market value of services provided by allocated costs for in-house counsel)legal services) incurred by Holder; (viii) 8) any and all statements of fact or other recitals made in any bill xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Defaultdefault, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or LendersHolder, shall be taken as prima facie evidence of the truth of the facts so stated and recited; (ix9) Holder 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 XxxxxxHolder, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and LendersHolder; (x10) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi11) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including any warranties relating to of title, possessionmerchantability, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purposepurpose or the like, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii12) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii13) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that that, in such event neither event, Holder nor Lenders shall have any no liability or responsibility to Grantor for such loss.

Uniform Commercial Code. Without limitation of any Grantee's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder Grantee may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California State Uniform Commercial Code, Code as in effect from time to time amended (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder Grantee may enter upon Grantor’s '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 law, to render it unusable; (ii2) Holder Grantee may require Grantor to assemble the Collateral and make it available at a place Holder Grantee designates which is mutually convenient to allow Holder Grantee to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five ten (510) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 Mortgaged Property under power of sale as provided in clause paragraph (ca) above in this Section 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee Grantee under the terms hereof, or under judgment of a court, the Collateral and the other Mortgaged Property may, at the option of HolderGrantee, be sold as a whole; (vi6) it shall not be necessary for Holder to that Grantee take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from of disposition of the Collateral under Section 5.2 5.3 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Grantee; (viii) 8) any and all statements of fact or other recitals made in any bill xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Defaultdefault, or as to Holder Grantee having declared all of such indebtedness the Secured Indebtedness to be due and payable, 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 Holder or LendersGrantee, shall be taken as prima facie evidence of the truth of the facts so stated and recited; and (ix9) Holder Grantee 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 XxxxxxGrantee, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossGrantee.

Uniform Commercial Code. Without limitation of any Holder's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, Texas Business and Commerce Code as in effect from time to time amended (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder may enter upon Grantor’s '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 law, to render it unusable; (ii2) Holder may require Grantor to assemble the Collateral and make it available at a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 Mortgaged Property under power of sale as provided in clause PARAGRAPH (c) above in this Section SECTION 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Mortgaged Property may, at the option of Holder, be sold as a whole; (vi6) it shall not be necessary for that Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from of disposition of the Collateral under Section 5.2 SECTION 5.3 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Holder; (viii) 8) any and all statements of fact or other recitals made in any bill of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness secured indebtedness or as to the occurrence of any Defaultdefault, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or LendersXxxxxx, shall be taken as prima facie evidence of the truth of the facts so stated and recited; and (ix9) Holder 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 Xxxxxx, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossXxxxxx.

Uniform Commercial Code. Without limitation of any Holder's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Virginia Uniform Commercial Code, 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) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder may enter upon Grantor’s '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 law, to render it unusable; (ii2) Holder may require Grantor to assemble the Collateral and make it available at a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii3) in any respect, the its liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them it as a matter of law under the California Virginia Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause paragraph (c) above in this Section 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of Holder, be sold as a whole; (vi6) it shall not be necessary for that Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including including, without limitation, the market value of services provided by allocated costs for in-house counsel)legal services) incurred by Holder; (viii) 8) any and all statements of fact or other recitals made in any bill xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Defaultdefault, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or LendersHolder, shall be taken as prima facie evidence of the truth of the facts so stated and recited; (ix9) Holder 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 XxxxxxHolder, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and LendersHolder; (x10) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi11) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warrantieswarranties including, including without limitation, warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii12) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii13) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that that, in such event neither event, Holder nor Lenders shall have any no liability or responsibility to Grantor for such loss.

Uniform Commercial Code. Without limitation of any Holder's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Virginia Uniform Commercial Code, 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) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder may enter upon Grantor’s '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 law, to render it unusable; (ii2) Holder may require Grantor to assemble the Collateral and make it available at a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii3) in any respect, the its liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them it as a matter of law under the California Virginia Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause paragraph (c) above in this Section 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of Holder, be sold as a whole; (vi6) it shall not be necessary for that Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including including, without limitation, the market value of services provided by allocated costs for in-house counsel)legal services) incurred by Holder; (viii) 8) any and all statements of fact or other recitals made in any bill xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Defaultdefault, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or LendersHolder, shall be taken as prima facie evidence of the truth of the facts so stated and recited; (ix9) Holder 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 XxxxxxHolder, including the sending of notices and the conduct of the sale, but in the name of Holder on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such loss.of

Uniform Commercial Code. Without limitation of any the Beneficiary's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder the Beneficiary may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, as in effect from time to time Code (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder the Beneficiary may enter upon Grantor’s '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 law, to render it unusableunusable (provided that the Grantor may at its own cost, after reasonable notice and during normal business hours, make copies of any records which the Beneficiary takes possession of under this Section 4.1(b) and shall thereafter have reasonable access to such records upon reasonable prior notice); (ii2) Holder the Beneficiary may require Grantor to assemble the Collateral and make it available at a place Holder the Beneficiary designates which is mutually convenient to allow Holder the Beneficiary to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five ten (510) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 Mortgaged Property under power of sale as provided in clause paragraph (c) above in this Section 5.14.1; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Mortgaged Property may, at the option of Holderthe Beneficiary, be sold as a whole; (vi6) it shall not be necessary for Holder to that the Beneficiary take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from of disposition of the Collateral under Section 5.2 4.3 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Beneficiary; (viii) 8) any and all statements of fact or other recitals made in any bill xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Defaultdefault, or as to Holder the Beneficiary having declared all of such indebtedness to be due and payable, 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 Holder or Lendersthe Beneficiary, shall be taken as prima facie evidence of the truth of the facts so stated and recited; and (ix9) Holder the Beneficiary 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 Xxxxxxthe Beneficiary, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossBeneficiary.

Uniform Commercial Code. Without limitation of any Holder's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, Texas Business and Commerce Code as in effect from time to time amended (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder may enter upon Grantor’s '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 law, to render it unusable; (ii2) Holder may require Grantor to assemble the Collateral and make it available at a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five ten (510) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause paragraph (c) above in this Section 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of Holder, be sold as a whole; (vi6) it shall not be necessary for that Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Holder; (viii) 8) any and all statements of fact or other recitals made in any bill xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Defaultdefault, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or LendersHolder, shall be taken as prima facie evidence of the truth of the facts so stated and recited; and (ix9) Holder 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 XxxxxxHolder, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossHolder.

Uniform Commercial Code. Without limitation of any Lender's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder Lender may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, Code as adopted in effect from time to time the State of California (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder Lender may enter upon Grantor’s Borrower'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 law, to render it unusable; (ii2) Holder Lender may require Grantor Borrower to assemble the Collateral and make it available at a place Holder Lender designates which is mutually convenient to allow Holder Lender to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor Borrower as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause paragraph (c) above in this Section 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee Lender under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of HolderLender, be sold as a whole; (vi6) it shall not be necessary for Holder to that Lender take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from of disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Lender; (viii) 8) any and all statements of fact or other recitals made in any bill xxxx of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness secured indebtedness or as to the occurrence of any Defaultdefault, or as to Holder Lender having declared all of such indebtedness to be due and payable, 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 Holder or LendersLender, shall be taken as prima facie evidence of the XXXXX/ORANGE COUNTY ASSOCIATES DEED OF TRUST PAGE 39 truth of the facts so stated and recited; and (ix9) Holder 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 XxxxxxLender, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossLender.

Uniform Commercial Code. Without limitation of any Xxxxxx’s rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder Lender may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, as in effect from time to time UCC (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder 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 law, to render it unusable; (ii2) Holder Lender may require Grantor to assemble the Collateral and make it available at a place Holder Lender designates which is mutually convenient to allow Holder Lender to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five ten (510) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause (c) above in this Section 5.17.3c hereinabove; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of HolderLender, be sold as a whole; (vi6) it shall not be necessary for Holder to that Lender take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof7.3c 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Lender; (viii) 8) any and all statements of fact or other recitals made in any bill of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness Obligations or as to the occurrence of any Defaultdefault, or as to Holder Lender having declared all of such indebtedness to be due and payable, 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 Holder or LendersXxxxxx, 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 No. 02-62113730/Store No. 560 recited; and (ix9) Holder 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 Xxxxxx, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and Lenders; (x) Holder may comply Xxxxxx. In connection with any applicable state sale or federal law or regulatory requirements in connection with a disposition sales hereunder, Lender may elect to treat any of the CollateralProperty 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 part thereof) without causing structural damage thereto as if the same were personal property or a fixture, as the case may be, and such compliance will not be considered to affect adversely dispose of the commercial reasonableness of any same in accordance with applicable law, separate and apart from the sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossProperty.

Uniform Commercial Code. Without limitation of any Xxxxxx’s rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder Lender may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, as in effect from time to time UCC (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder 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 law, to render it unusable; (ii2) Holder Lender may require Grantor to assemble the Collateral and make it available at a place Holder Lender designates which is mutually convenient to allow Holder Lender to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five ten (510) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 clause (c) above in this Section 5.17.3c hereinabove; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of HolderLender, be sold as a whole; (vi6) it shall not be necessary for Holder to that Lender take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof7.3c 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Lender; (viii) 8) any and all statements of fact or other recitals made in any bill of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness Obligations or as to the occurrence of any Defaultdefault, or as to Holder Lender having declared all of such indebtedness to be due and payable, 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 Holder or LendersXxxxxx, 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 No. 02-62113748/Store No. 568 recited; and (ix9) Holder 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 Xxxxxx, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and Lenders; (x) Holder may comply Xxxxxx. In connection with any applicable state sale or federal law or regulatory requirements in connection with a disposition sales hereunder, Lender may elect to treat any of the CollateralProperty 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 part thereof) without causing structural damage thereto as if the same were personal property or a fixture, as the case may be, and such compliance will not be considered to affect adversely dispose of the commercial reasonableness of any same in accordance with applicable law, separate and apart from the sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossProperty.

Uniform Commercial Code. Without limitation of any rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder Mortgagee may exercise any or all of its rights of enforcement with respect to the Collateral or any part thereof and remedies under the Illinois or California Uniform Commercial Code, Codes as in effect from time to time time, (or under the Uniform Commercial Code in force, force from time to time, 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 the Property or other place where the Accessories may be located without legal process, and to take possession of the Accessories without notice or demand, which hereby are waived to the maximum extent permitted by the laws of the State of Illinois or California. Upon demand by Mortgagee, Mortgagor shall make the Accessories available to Mortgagee at a place reasonably convenient to Mortgagee. Mortgagee may proceed under the Uniform Commercial Code as to all or any part of the Accessories, and in conjunction with, in addition to or in substitution for those rights and remedies: (i) Holder therewith may enter upon Grantor’s premises to take possession of, assemble and collect the Collateral or, to the extent and for those items exercise all of the Collateral permitted under applicable lawrights, to render it unusable; (ii) Holder may require Grantor to assemble the Collateral remedies and make it available at powers of a place Holder designates which is mutually convenient to allow Holder to take possession or dispose of the Collateral; (iii) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, as in effect from time to time (or secured creditor under the Uniform Commercial Code, . Any notification required by the Uniform Commercial Code shall be deemed reasonably and properly given if sent in force from time accordance with the Notice provisions of this Mortgage at least ten (10) days before any sale or other disposition of the Accessories. Mortgagee may choose to timedispose of some or all of the property, in any other state combination consisting of both Accessories and Property, in one or more public or private sales to be held in accordance with the extent Law and procedures applicable to real property, as permitted by Article 9 of the same is applicable law); (iv) any Uniform Commercial Code. Mxxxxxxxx agrees that such a sale made pursuant to the provisions of this clause (d) shall be deemed to have been a public sale conducted in Accessories together with Property constitutes 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 clause (c) above in this Section 5.1; (v) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Property may, at the option of Holder, be sold as a whole; (vi) it shall not be necessary for Holder to take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) is conducted and it shall not be necessary for the Collateral or any part thereof to be present at the location of such sale; (vii) with respect to application of proceeds from disposition of the Collateral under Section 5.2 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel); (viii) any and all statements of fact or other recitals made in any bill of sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Default, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or Lenders, shall be taken as prima facie evidence of the truth of the facts so stated and recited; (ix) Holder 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 Xxxxxx, including the sending of notices and the conduct of the sale, but in the name of Holder on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such lossAccessories.

Uniform Commercial Code. Without limitation of any Agent's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder Agent may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, Texas Business and Commerce Code as in effect from time to time amended (or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder Agent may enter upon Grantor’s '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 law, to render it unusable; (ii2) Holder Agent may require Grantor to assemble the Collateral and make it available at a place Holder Agent designates which is mutually convenient to allow Holder Agent to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five ten (510) days prior to the date of public sale of the Collateral or prior to the date on after which private sale of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 Mortgaged Property under power of sale as provided in clause paragraph (c) above in this Section SECTION 5.1; (v5) in the event of a foreclosure sale, whether made by Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Mortgaged Property may, at the option of HolderAgent, be sold as a whole; (vi6) it shall not be necessary for Holder to that Agent take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from of disposition of the Collateral under Section 5.2 SECTION 5.3 hereof, the costs and expenses incident to disposition shall include the reasonable expenses of retaking, holding, preparing for sale or lease, selling, leasing leasing, and the like and the reasonable attorneys’ ' fees and legal expenses incurred by Xxxxxx Agent and Lenders (including the market value of services provided by in-house counsel)each other Holder; (viii) 8) any and all statements of fact or other recitals made in any bill of xx sale or assignment or other instrument evidencing any foreclosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Default, or as to Holder having declared all of such indebtedness to be due and payable, 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 Holder or Lenders, shall be taken as prima facie evidence of the truth of the facts so stated and recited; (ix) Holder 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 Xxxxxx, including the sending of notices and the conduct of the sale, but in the name of Holder on behalf of itself and Lenders; (x) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xi) Holder may sell the Collateral without giving any warranties as to the Collateral, and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale; and (xiii) Grantor acknowledges that the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have any liability or responsibility to Grantor for such loss.the

Uniform Commercial Code. Without limitation of any Administrative Lender's rights of enforcement of Holder and Lenders with respect to the Collateral or any part thereof in accordance with the procedures for foreclosure of real estate, Holder Administrative Lender may exercise its rights of enforcement with respect to the Collateral or any part thereof under the California Uniform Commercial Code, as in effect from time to time (Texas Business and Commerce Code or under the Uniform Commercial Code in force, from time to time, force in any other state to the extent the same is applicable law) , in each case as in effect from time to time, and in conjunction with, in addition to or in substitution for those rights and remedies: (i1) Holder Administrative Lender may enter upon Grantor’s '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 law, to render it unusable; (ii2) Holder Administrative Lender may require Grantor to assemble the Collateral and make it available at a place Holder Administrative Lender designates which is mutually convenient to allow Holder Administrative Lender to take possession or dispose of the Collateral; (iii3) written notice mailed to Grantor as provided herein at least five (5) days prior to the date of public sale of the Collateral or prior to the date on after which private sale or other disposition of the Collateral will be made shall constitute reasonable notice; provided that, if Holder fails to comply with this clause (iii) in any respect, the liability of Holder and Lenders for such failure shall be limited to the liability (if any) imposed on them as a matter of law under the California Uniform Commercial Code, 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); (iv4) any sale made pursuant to the provisions of this clause (d) 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 Mortgaged Property under power of sale as provided in clause paragraph (c) above in this Section 5.1; (v5) in the event of a foreclosure sale, whether made by the Trustee under the terms hereof, or under judgment of a court, the Collateral and the other Mortgaged Property may, at the option of HolderAdministrative Lender, be sold as a whole; (vi6) it shall not be necessary for Holder to that Administrative Lender take possession of the Collateral or any part thereof prior to the time that any sale pursuant to the provisions of this clause (d) Section 5.1 is conducted and it shall not be necessary for that the Collateral or any part thereof to be present at the location of such sale; (vii7) with respect to application of proceeds from of disposition of the Collateral under Section 5.2 5.3 hereof, 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 Xxxxxx and Lenders (including the market value of services provided by in-house counsel)Administrative Lender; (viii) 8) any and all statements of fact or other recitals made in any bill of sale or assignment or other instrument evidencing any foreclosure foxxxxosure sale hereunder as to nonpayment of the Secured Indebtedness or as to the occurrence of any Default, or as to Holder Administrative Lender having declared all of such indebtedness to be due and payable, 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 Holder or LendersAdministrative Lender, shall be taken as prima facie evidence of the truth of the facts so stated and recited; and (ix9) Holder Administrative 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 XxxxxxAdministrative Lender, including the sending of notices and the conduct of the sale, but in the name of Holder and on behalf of itself and LendersAdministrative Lender. In the event the Administrative Lender seeks to take possession of all or any portion of the Collateral by judicial process, the Grantor irrevocably waiver (A) the posting of any bond, surety or security with respect thereto which might otherwise be required; (xB) Holder may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of demand for possession prior to the Collateral, and such compliance will not be considered to affect adversely the commercial reasonableness commencement of any sale of suit or action to recover the Collateral; and (xiC) Holder may sell any requirement that the Collateral without giving any warranties as to the Collateral, Administrative Lender retain possession and may specifically disclaim all disposition warranties, including warranties relating to title, possession, quiet enjoyment and the like, and all warranties of quality, merchantability and fitness for a specific purpose, and this procedure will not be considered to affect adversely the commercial reasonableness of any sale of the Collateral; (xii) Grantor acknowledges that a private sale disposed of the Collateral may result in less proceeds than a public sale; and (xiii) until after trial or final judgement. The Grantor acknowledges agrees that the Administrative Lender has no obligation to preserved rights to the Collateral may be sold at a loss to Grantor, and that in such event neither Holder nor Lenders shall have or marshal any liability or responsibility to Grantor Collateral for such lossthe benefit of any person.