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<br />(b) Should Beneficiary elect to cause the disposal of any of the Property
<br />subject to the Security Agreement in Section 1.06, it may dispose of any part
<br />thereof in any manner now or hereafter permitted by the Uniform Commercial
<br />Code of the Governing Jurisdiction or in accordance with any other remedy
<br />provided by law. Any such disposition may be conducted by an employee or agent
<br />of Beneficiary or Trustee. Both Trustee and Beneficiary shall be eligible to
<br />purchase any part or all of such Property at any such disposition. Any such
<br />disposition may be either public or private as Beneficiary may elect, subject to
<br />the provisions of the Uniform Commercial Code of the Governing Jurisdiction.
<br />Beneficiary shall have all of the rights and remedies of a secured party under the
<br />Uniform Commercial Code of the Governing Jurisdiction. Expenses of retaking,
<br />holding, preparing for sale, selling or the like shall include Beneficiary's
<br />reasonable attorneys' fees and legal expenses, and upon such default, Trustor,
<br />upon demand of Beneficiary, shall assemble such Property and make it available
<br />to Beneficiary at the Property, a place which is hereby deemed reasonably
<br />convenient to Beneficiary and Trustor. Beneficiary shall give Trustor at least ten
<br />(10) days' prior written notice of the time and place of any public sale or other
<br />disposition of such Property or of the time at or after which any private sale or
<br />any other intended disposition is to be made, and if such notice is sent to Trustor,
<br />in the manner provided for the mailing of notices herein, it shall constitute
<br />reasonable notice to Trustor.
<br />(c) Trustee is hereby irrevocably appointed the true and lawful attorney-in-
<br />fact of Trustor in its name and stead to make all necessary conveyances,
<br />assignments, transfers and deliveries of the Property, or any part thereof, and the
<br />rights so sold and for that purpose Trustee may execute all necessary
<br />instruments of conveyance, assignment and transfer, and may substitute one or
<br />more persons with like power, Trustor hereby ratifying and confirming all that its
<br />said attorney or any substitute or substitutes shall lawfully do by virtue hereof.
<br />Nevertheless, Trustor, if so requested by Trustee or Beneficiary, shall ratify and
<br />confirm any such sale or sales by executing and delivering to Trustee or to such
<br />purchaser or purchasers all such instruments as may be advisable in the
<br />judgment of Trustee or Beneficiary, for the purpose as may be designated in such
<br />request.
<br />(d) Trustor hereby expressly, waives any right which it may have to direct
<br />the order in which any of the Property shall be sold in the event of any sale or
<br />sales pursuant hereto.
<br />3.05 Proceeds. Unless otherwise provided by law, the proceeds of any sale
<br />made, and all sums recovered under this Article III, together with all other sums held
<br />by Trustee or Beneficiary under this Deed of Trust, shall be applied in the following
<br />order:
<br />(a) to the extent allowable under the laws of the Governing Jurisdiction, to
<br />all costs and expenses incurred in connection with the sale or sales and any
<br />judicial proceedings, including, but not limited to, all reasonable Trustee's and
<br />attorney's fees and expenses, and the costs of any title evidence;
<br />(b) to the repayment of all sums expended by Trustee or Beneficiary in
<br />accordance with the terms of this Deed of Trust and the Note;
<br />(c) the remainder, if any, to the person or persons legally entitled thereto.
<br />3.06 Power to Purchase. Trustee, Beneficiary, or their designee, may
<br />purchase at any sale or sales made under or by virtue of this Article III. No recovery of
<br />any judgment by Beneficiary and no levy of an execution under any judgment upon the
<br />Property or upon any other property of Trustor shall affect, in any manner or to any
<br />extent, the lien of this Deed of Trust upon the Property, or any part thereof, or any liens,
<br />rights, powers or remedies of Trustee or Beneficiary hereunder, but such liens, rights,
<br />powers and remedies of Trustee and Beneficiary shall continue unimpaired as before.
<br />3.07 Possession. Notwithstanding the appointment of any receiver,
<br />liquidator or trustee of Trustor, or of any of its property, or of the Property or any part
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