Agenda - Council - 03/24/2015 - Laserfiche WebLink

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made in a commercially reasonable manner, and the Pledgors agree to use their best efforts to cause the issuer or issuers of the Pledged Membership Interests contemplated to be sold, to execute and deliver, all at the Pledgors' expense, all such instruments and documents, and to do or cause to be done all such other acts and things as may be necessary or, in the reasonable opinion of the HRA, advisable to exempt such Pledged Membership Interests from registration under the provisions of the Securities Act, and to make all amendments to such instruments and documents which, in the opinion of the HRA, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto, and other applicable law. The Pledgors further agree to use their best efforts to cause the Pledged Membership Interests to comply with the provisions of the securities or "Blue Sky" laws of any jurisdiction which the HRA shall reasonably designate. 8. Obligations Not Affected by Acts of the HRA. Pledgors' obligations hereunder shall not be affected or impaired by any of the following acts or things which the HRA is expressly authorized to do, omit or suffer from time to time, without notice or approval by the HRA: (i) any extension, renewal, modification or amendment of the Loan Agreement or any of the documents, instruments or agreements creating, evidencing or securing the Secured Obligations or delivered therewith; (ii) any delay or lack of diligence in the enforcement of any of the Secured Obligations; (iii) any failure to institute proceedings, file a claim or give any required notices; (iv) any full or partial release of, settlement with or agreement not to sue any guarantor, indemnitor or any other person or entity obligated under the Secured Obligations; (v) any waiver or indulgence granted to any guarantor or any person or entity obligated under the Secured Obligations; (vi) any failure to obtain or realize upon any other Collateral obtained from any other party or to see to the proper perfection thereof or to establish the priority of the lien thereon or (vii) acquire a security interest in any property in addition to the Collateral or release any such interests so acquired or permit any substitution or exchange for such property or any portion thereof. 9. Continuing Security Interest. The security interest granted hereby is a continuing security interest and no notice of the creation or existence of any Secured Obligation or of any renewal, extension or modification thereof need be given by the HRA. The security interest shall continue in effect notwithstanding that from time to time no Secured Obligations may exist. Pledgors hereby expressly waive demand, presentment, protest and notice of a dishonor on any and all of the Secured Obligations. 10. Additional Rights of the HRA. Upon an Event of Default, the HRA, in the names of Pledgors or otherwise, shall have the authority but shall not be obligated to demand, collect, receive and receipt for, compromise, compound, settle and give acquittance for and prosecute and discontinue any suits and proceedings in respect of any or all of the Collateral and to take any action which the HRA may deem necessary or desirable in order to realize on the Collateral, including, without limitation, the power (i) to perform any contract, to endorse in the names of Pledgors any checks, drafts, notes or other documents which are Collateral or are received in payment or on account of the Collateral, (ii) to transfer any of the Collateral into his name or that of its nominee and to notify the obligor on or issuer of any Collateral, to remit to the HRA any amounts due or distributable thereon, and (iii) to apply any proceeds of any Collateral 32