|
<br />200806505
<br />
<br />(viii) As to Mortgaged Properties located in the State of Ohio, this Mortgage may be
<br />foreclosed as to the Mortgaged Properties or any part thereof in any manner permitted by
<br />applicable law.
<br />
<br />(ix) As to the Other Mortgaged Property located in any state the following shall
<br />
<br />apply:
<br />
<br />A POWER OF SALE HAS BEEN GRANTED IN TIDS MORTGAGE. A POWER
<br />OF SALE MAY ALLOW ADMINISTRATIVE AGENT TO TAKE THE OTHER
<br />MORTGAGED PROPERTIES AND SELL THEM WITHOUT GOING TO
<br />COURT IN A FORECLOSURE ACTION UPON DEFAULT BY MORTGAGOR
<br />UNDER THIS MORTGAGE.
<br />
<br />(c) Upon the occurrence of a default, Administrative Agent may exercise its rights of
<br />enforcement with respect to the Collateral under the Texas Business and Conunerce Code, as amended,
<br />under the UCC of Arkansas, California, Colorado, Idaho, Illinois, Indiana, Kansas, Missouri,
<br />Montana, Nebraska, Nevada, North Carolina, Ohio, Oklahoma, Tennessee, Virginia and
<br />Washington, as amended, or under the UCC or any other statute in force in any state to the extent the
<br />same is applicable Law. Cumulative of the foregoing and the other provisions ofthis Section 4.3:
<br />
<br />(i) To the extent permitted by Law, Administrative Agent may enter upon the
<br />Mortgaged Properties or othetwise upon Mortgagor's premises to take possession of, assemble
<br />and collect the Collateral or to render it unusable; and
<br />
<br />(ii) Administrative Agent may require Mortgagor to assemble the Collateral and
<br />make it available at a place Administrative Agent designates which is mutually convenient to
<br />allow Administrative Agent to take possession or dispose of the Collateral; and
<br />
<br />(iii) written notice mailed to Mortgagor as provided herein at least five (5) days
<br />(except with respect to Collateral located in the State of Wisconsin, then ten (10) days) prior to
<br />the date of public sale of the Collateral or prior to the date after which private sale of the
<br />Collateral will be made shall constitute reasonable notice; and
<br />
<br />(iv) in the event of a foreclosure of the Liens, privileges, and/or security interests
<br />evidenced hereby, the Collateral, or any part thereof, and the Mortgaged Properties, or any part
<br />thereof, may, at the option of Administrative Agent, be sold, as a whole or in parts, together or
<br />separately (including, without limitation, where a portion of the Mortgaged Properties is sold, the
<br />Collateral related thereto may be sold in connection therewith); and
<br />
<br />(v) the expenses of sale provided for in clause FIRST of Section 4.6 shall include the
<br />reasonable expenses of retaking the Collateral, or any part thereof, holding the same and
<br />preparing the same for sale or other disposition; and
<br />
<br />(vi) should, under this subsection, the Collateral be disposed of other than by sale,
<br />any proceeds of such disposition shall be treated under Section 4.6 as if the same were sales
<br />proceeds.
<br />
<br />(d) To the extent permitted by applicable Law, the sale hereunder ofless than the whole of
<br />the Property shall not exhaust the powers of sale herein granted or the right to judicial foreclosure, and
<br />successive sale or sales may be made until the whole of the Property shall be sold, and, if the proceeds of
<br />
<br />505901000016 DALLAS 2307301.3
<br />
<br />22
<br />
<br />[MULTI STATE MORTGAGE]
<br />
|