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202202060 (xi) As to the Other Mortgaged Properties located in the State of Utah, this Mortgage may be foreclosed as to the Mortgaged Properties in any manner permitted by applicable law. (xii) As to the Other Mortgaged Properties located in any state the following shall apply: A POWER OF SALE HAS BEEN GRANTED IN THIS MORTGAGE. A POWER OF SALE MAY ALLOW ADMINISTRATIVE AGENT TO TAKE THE OTHER MORTGAGED PROPERTIES AND SELL THEM WITHOUT GOING TO COURT IN A FORECLOSURE ACTION UPON DEFAULT BY MORTGAGOR UNDER THIS MORTGAGE. (c) Upon the occurrence of a default, this Mortgage may be foreclosed as to the Georgia Secured Property, or any part thereof, by power of sale (if permitted under any applicable Requirement of Law), by judicial action, or in any other manner permitted by any applicable Requirement of Law. Cumulative of the foregoing and the other provisions of this Section 4.3. (i) Administrative Agent may sell or offer for sale the Georgia Secured Property in such portions, order and parcels as Administrative Agent may determine, with or without having first taken possession of same, to the highest bidder for cash at public auction. Such sale shall be made in accordance with the provisions of Section 4.3(c)(ii) below relating to the sale of real estate or by Chapter 9 of the UCC relating to the sale of collateral after default by a debtor (as such laws now exist or may be hereafter amended or succeeded), or by any other present or subsequent articles or enactments relating to same. With respect to any notices required or permitted under the UCC, Mortgagor agrees that ten (10) days' prior written notice shall be deemed commercially reasonable. At any such sale (A) whether made under the power herein contained, the UCC, any other legal requirement or by virtue of any judicial proceedings or any other legal right, remedy or recourse, it shall not be necessary for Administrative Agent to be physically present at or to have constructive possession of the Georgia Secured Property (Mortgagor shall deliver to Administrative Agent any portion of the Georgia Secured Property not actually or constructively possessed by Administrative Agent immediately upon demand by Administrative Agent), and the title to and right of possession of any such property shall pass to the purchaser thereof as completely as if Administrative Agent had been actually present and delivered to purchaser at such sale, (B) each instrument of conveyance executed by Administrative Agent shall contain general warranties of title (or limited or no warranties if Administrative Agent shall so elect), binding upon Mortgagor, (C) each recital contained in any instrument of conveyance made by Administrative Agent shall constitute prima facie evidence of the truth and accuracy of the matters recited therein, including, without limitation, nonpayment of the indebtedness secured hereby, and advertisement and conduct of such sale in the manner provided herein and otherwise by law, (D) any prerequisites to the validity of such sale shall be presumed to have been performed, (E) the receipt of Administrative Agent or other party making the sale shall be a sufficient discharge to the purchaser or purchasers for his or their purchase money and no such purchaser or purchasers, or his or their assigns or personal representatives, shall thereafter be obligated to see to the application of such purchase money or be in any way answerable for any loss, misapplication or non -application thereof, and (F) to the fullest extent permitted by law, Mortgagor shall be completely and irrevocably divested of all of its right, title, interest, claim, equity, equity of redemption, and demand whatsoever, either at law or in equity, in and to the property sold and such sale shall be a perpetual bar both at law and in equity against Mortgagor, and against all other persons claiming or to claim the property sold or any part thereof, by, through or under Mortgagor. Upon any sale made under or by virtue of this Section (whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale), Administrative Agent may bid for and acquire 32 144646513