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HomeMy WebLinkAbout0833 3. UPON THE HAPPENING of any of the following events, each of which shall constitute a default hereunder, all liabilities of the Maker to Bank shall thereupon or thereafter, at the option of the BANK, without notice or demand, become due and payable: ~(a) failure of any Obligor (which term shall mean and include each Maker, endorser, surety and guarantor of this Note) to perform any agreement hereu~der, to pay any installment due hereunder within ten (10) days after the same becomes due, or to pay any other liability whatsoever to BANK when due; (b) the filing of petition under the Bankruptcy Act, or any similar federal or state statute, by or aga~nst the Maker; (c) an application for the appointment of a receiver for the making of a general assignment for the benefit of creditors by, or the insol- vency of the Maker; (d) the entry of a judgment against the Maker; (e) the issuing of any attachment or garnishment or the filing of any lien, against any property of Maker; (f) the taking of possession of any ~ substantial part of the property of the Maker at the instance of any governmental authority; (g) the dissolution, merger, consolidation, or reorganization of any 4bligor hereof except and unless the individual or individuals or corporation remaining after said event shall agree to assume and personally guarantee the obligations herein created and modified; (h) the assignment by ~he Maker of any equity in any of the collateral without the written consent of BANK. 4. BANK SHALL HAVE but sha11 not be limited to, the following rights, each of which may be exercised at any time whether or not the note is due: (i) to pledge or transfer this note and the collateral and BANK shall thereupon be relieved of all duties and responsibilities hereunder and relieved from any and all liability with respect to any collateral so pledged or transferred, any pledgee or transferee shall for all purposes stand in the place of BANK hereunder and have alI the rights of BANK hereunder; (ii) to transfer the whole or any part of the collateral into the name of itself or its nominee; (iii) to vote the collateral; (iv) to notify the Obligors on any.collateral to make payment to BANK of any amounts due or to become due thereon; (v) to demand, sue for, collect, or make any compromise or settlement it - deems desirable with reference to the collateral and (v~) to take control of any proce~ds of collateral. ` 5. BANK is hereby given a lien upon and a security interest in all property of each Obligor now or at any time hereafter in possession of BANK in any capacity whatsoever, including but not limited to any balance or share of any deposit, trust, or agency account, as security for the payment of this note, and a similar lien upon and security interest in all such property of each Maker to BANK (including liabilities of each Maker and any other person); and BANK shall have the same rights as to such property as it has with respect to the collateral. 6. UPON THE OCCURRENCE of any default hereunder BANK shall have the remedies of a secured party under the Uniform Commercial Code and, without limiting the generality of the foregoing, BANK shall have the right, immediately and without further action by it, to set off against this note all money owed by BANK in any capacity to each or any Obligor, whether or not due, and, also to set ozi against aii v~ri~r l~abi~it~~s of each-Maker to BANK all mone y owed by BANK in any capacity to each or any Maker; and BANK shall be deemed to have exercised such right of ~ set-off and to have made a charge against any such money immediately ` upon the occurrence of such default even though such charge is made or entered on the books of BANK subsequent thereto. Unless the collateral ; is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, BANK will give Maker reasonable notice of the tim e and place of any public sale thereof or of the time after which any private sale or any other intended disposition thereof is to be made. The requirement of reasonable notice shall be met if such notice is mailed, postage prepaid, to any Maker at the address given below or at any other address shown on the records of the BANK, at least five (5) days before the time of the sale or disposition. Upon the disposition of any collateral after the occurrence of any default hereunder, Maker shall be and remain liable for any deficiency; and BANK shalZ account to Maker for any surplus, but BANK shall have the right to apply all or any part of such surplus (or to hold the same ; as a reserve against) any and all other liabilities of each or any f Maker to BANK. ~ -4- i; f.k - .