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32 <br />(the "Liabilities"). <br />2, This Agreement is intended as, and. constitutes, a security agreement within <br />the meaning of the North Cazolina Uniform Commercial Code. The Company agrees to <br />execute and deliver to the Bank Uniform Commercial Code financing statements and <br />such other documents, instruments,. supplemental security agreements. and chattel <br />mortgages as the Bank may reasonably deem necessary to obtain the benefits of this <br />Agreement. The Company further agrees to assign to the Bank its rights in or under any <br />financing statements relating to the Collateral fled in favor of the Company. <br />3. Until satisfaction in full of all Liabilities, the Company shall not permit or <br />suffer to exist any other lien, security interest or encumbrance upon the Collateral, except <br />for the similaz security interests created and existing under the other security agreements <br />delivered by the Company pursuant to the Loan Agreement. Upon the satisfaction in full <br />of all Liabilities, the Bank shall execute and deliver to the Company all such documents <br />and instruments as shall be necessary to evidence termination of this Agreement. <br />4. If any one or mare events of default under the Loan Agreement or the Note <br />shall have occurred and be continuing beyond any applicable cure period therefor, or if <br />there shall otherwise be a default in the satisfaction of any of the Liabilities or any of the <br />Company's obligations under this Agreement, which default is not cured within any <br />applicable cure period therefor (any of the foregoing being hereinafter referred to as an <br />"Event of Default), the Bank shall have, in addition to all other rights and remedies given <br />to it by this Agreement, the Loan Agreement and the Note, all the rights and remedies of <br />a secured party under the North Carolina Uniform Commercial Code or otherwise <br />allowed by law. Without limiting the generality of the foregoing, the Bank may <br />immediately, .without demand of performance and without other notice (except as set <br />forth below or in the Loan Agreement, Note or other documents executed and delivered <br />pursuant thereto or in connection therewith) or demand whatsoever to the Company, all <br />of which are hereby waived (to the extent permitted by law), and without advertisement, <br />sell at public or private sale or otherwise realize upon, the whole or, from time to time, <br />any part of the Collateral, or any interest which the Company may have therein. After <br />deducting from the proceeds of sale or other disposition of the Collateral all expenses <br />(including all reasonable expenses for legal services), the Bank shall apply the residue of <br />such proceeds towards the satisfaction of the Liabilities. Any remainder of the proceeds <br />after satisfaction in full of all Liabilities shall be paid to the Company. <br />5. The Company agrees that all costs and expenses (including reasonable <br />attorneys' fees and expenses for legal services of every kind) of, or incidental to, the <br />custody, care, management, sale or collection of, or realization upon, any of the <br />Collateral, or in any way relating to the enforcement or protection of the Bank's rights <br />under this Agreement, shall become part of the .Liabilities and shall be entitled to the <br />benefits of this Agreement. The Bank may at any .time apply to the payment of all such <br />,o <br />