12-19-2007 Council Agenda - Laserfiche WebLink

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rights of a lessor in a true lease of personal property, (iv) liens arising from good faith deposits, deposits to presently existing self - insurance or pension programs, (v) liens or rights arising in connection with the prepayment of student tuition, and (vi) security interests granted to the Secured Party to secure other debt of the Debtor to the Secured Party. Designating certain Collateral as being subject to Permitted Liens does not thereby affect the Lender's security interest in such Collateral as granted hereby. 4. The Debtor will not sell or offer to sell or otherwise transfer or encumber the Collateral without the prior written consent of the Secured Party, and will keep the Collateral in good order and repair, and will not waste or destroy the Collateral. 5. No financing statement covering the Collateral is on tile in any public office other than the financing statements filed by or at the direction of the Secured Party and the Secured Party hereby authorizes the Debtor to file one or more financing statements with respect to the Collateral pursuant to the Uniform Commercial Code relating to the security interests granted hereby, in form satisfactory to the Secured Party in all public offices wherever filing is deemed necessary or desirable by the Secured Party. 6. The Debtor will keep the Collateral insured or subject to self insurance at all times against loss by fire and other hazards as required by the Loan Agreement (the "Loan Agreement "), dated as of December 20, 2007 by and between the City of Little Canada and the Debtor. 7. At its option, upon default of the Debtor to do so, the Secured Party may discharge taxes, liens, or security interests or other encumbrances placed on the Collateral, may pay for insurance required hereby on the Collateral, and may pay for the maintenance and preservation of the Collateral. The Debtor agrees to reimburse the Secured Party on demand for any payment made, or any expense incurred by the Secured Party pursuant to the foregoing authorization. 8. UNTIL DEFAULT, the Debtor may retain possession of the Collateral and use the same in any lawful manner not inconsistent with the agreements herein or with the terms and conditions of any policy of insurance thereon. 9. Upon an Event of Default as defined in the Loan Agreement, the Secured Party shall have the right, at its option and without demand or notice, in addition to all other rights and remedies available in law and equity, to exercise all of the rights and remedies of a Secured Party under the Uniform Commercial Code or any other applicable law. The Debtor agrees that upon an Event of Default, the Debtor will make the Collateral available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient. The Debtor further agrees to pay all costs and expenses of the Secured Party, including reasonable attorney's fees, in collection of any amount due from the Debtor to the Secured Party herein or for the enforcement hereof. If any notice of sale, disposition or other intended action by the Secured Party is required by law to be given to the Debtor, such notice shall be deemed reasonably and properly given if mailed to the Debtor at such address of the Debtor as may be shown on the Secured Party's records, at least ten (10) days before such sale, disposition or other intended action. 21 10323v3 2 - 4 9 -