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201703609 5.15 Security Agreement. This Security Instrument is hereby deemed to also be a Security Agreement for the purpose of creating hereby a security interest in and to the Personal Property (including Fixtures). Without derogating from any of the provisions of this Security Instrument, Grantor, as debtor, by this Security Instrument: (a) grants to Grantee, as secured party, for the benefit of the Lenders, a security interest in all of Grantor's right, title and interest in and to all Personal Property, together with all additions, accessions and substitutions and all similar property hereafter acquired and used or obtained for use on, or in connection with the Premises and Improvements (the Personal Property and all proceeds thereof are intended to be secured hereby; however, such intent shall never constitute an express or implied consent on the part of Grantee to the sale of any or all Personal Property); (b) agrees that the security interest hereby granted by this Security Instrument shall secure the payment and performance of the Secured Indebtedness; (c) agrees not to sell, convey, mortgage or grant a security interest in, or otherwise dispose of or encumber, any of the Personal Property or any of Grantee's right, title or interest therein without first securing Grantee's written consent, except as may otherwise be permitted by the Credit Agreement; (d) agrees that upon or after the occurrence of any Event of Default under this Security Instrument, Grantee shall have all rights and remedies granted by law (including, without limitation, the Code), including, but not limited to, the right to take possession of the Personal Property, and for this purpose may enter upon any premises on which any or all of the Personal Property is situated without being deemed guilty of trespass and without liability for damages thereby occasioned (except for damages caused by Grantee's gross negligence or willful misconduct as determined by a court of competent jurisdiction), and take possession of and operate said Personal Property or remove it therefrom. Grantee shall have the further right to take any action it reasonably deems necessary, appropriate or desirable, at its option and in its reasonable discretion, to repair, refurbish or otherwise prepare the Personal Property for sale, lease or other use or disposition, and to sell at public or private sales or otherwise dispose of, lease or utilize the Personal Property and any part thereof in any manner authorized or permitted by law and to apply the proceeds thereof toward payment of any costs and expenses, to the extent permitted by law, thereby incurred by Grantee and toward payment of the Secured Indebtedness and all other indebtedness described in this Security Instrument, in such order and manner as is provided in Section 4.08 hereof. To the extent permitted by law, Grantor expressly waives any notice of sale or other disposition of the Personal Property and any other rights or remedies of a debtor or formalities prescribed by law relative to a sale or disposition of the Personal Property or to exercise any other right or remedy existing after default hereunder; and to the extent any notice is required and cannot be waived, Grantor agrees that if such notice is given in accordance with Section 5.01 or is deposited for mailing, postage prepaid, certified mail or registered mail, return receipt requested, to Grantor at the address designated in the first page of this Security Instrument at least fifteen (15) days before the time of sale or disposition, such notice shall be deemed reasonable and shall fully satisfy any -25- NAI-1502659666v3