Agenda - Council - 08/06/2018 - Laserfiche WebLink

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6. REMEDIES (a) Upon the occurrence of any Event of Default, Lender shall have all rights and remedies of a secured party under the Washington Uniform Commercial Code or other applicable law and all rights provided herein, or in any other applicable agreement, all of which rights and remedies shall, to the fullest extent permitted by law, be cumulative. Any forbearance, failure, or delay by Lender in exercising any right, power or remedy, and any single or partial exercise of any right, power or remedy hereunder shall not preclude the further exercise thereof; and every right, power, and remedy of Lender shall continue in full force and effect until such right, power, or remedy is specifically waived by an instrument in writing executed by Lender. (b) Without limiting the generality of the foregoing, upon the occurrence of any such Event of Default, Lender is entitled to sell the TIF Agreement, provided any notice of sale or intended disposition is mailed by Lender postage prepaid, first class to Borrower at the address contained herein at least five days prior to such action. Such notice shall constitute reasonable notice to Borrower. 7. WAIVERS BY BORROWER Borrower waives any rights to require Lender to (a) proceed against any other person; (b) proceed against or exhaust any collateral for the Secured Obligations other than the TIF Agreement; (c) pursue any other remedy in the Lender's power and waives any defense arising by reason of the cessation from any cause whatsoever of the liability of Borrower, or any other person. Until all of the Secured Obligations have been fully performed and have been paid in full, Borrower shall have no right of and waives any right to enforce any remedies which Lender now has or may hereafter have against any other person and waives any benefit of and any right to participate in the proceeds of the TIF Agreement at any time. 8. PROCEEDS OF SALE (a) In the event of sale pursuant to Section 6 herein, the proceeds of such sale shall be applied in the following manner: (i) the reasonable expenses of selling and, to the extent provided in this Agreement and not prohibited by law, including, without limitation all attorneys' fees and legal expenses incurred by the Lender, and (ii) all other Secured Obligations in any order that Lender chooses. (b) Lender may buy the TIF Agreement at a public sale and at a private sale. Any sale hereunder may be conducted by any officer, attorney or agent of Lender. 9. EXPENSES AND ATTORNEYS' FEES All obligations of Borrower hereunder shall by payable on demand, and any amount due and payable hereunder to any Lender by Borrower which is not paid within ten (10) days after written demand therefor from an Lender shall bear interest from the date of such demand at the Note Rate. Borrower agrees to pay on demand all of Lender's costs and expenses, including Lender's attorney fees and legal expenses, incurred in connection with ASSIGNMENT OF RIGHTS UNDER TIF AGREEMENT 110191-0084/140727390.1 7/30/18 PAGE 4