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<br />COLLATERAL in an account separate from other revenues of DEBTOR and does not use the COLLATERAL for <br />any purpose not permitted by the CONTRACT. Upon default, SECURED PARTY shall have the immediate right <br />to the possession of the COLLATERAL. <br /> <br />DEBTOR SHALL BE IN DEFAULT under this agreement upon the happening of any of the following <br />events or conditions: <br /> <br />/ <br />a. default in the payment or performance of any obligation, covenant or liability contained or referred <br />to herein or in any note evidencing the same; <br /> <br />b. the making or furnishing of any warranty, representation or statement to SECURED PARTY by or on <br />behalf of DEBTOR which proves to have been false in any material respect when made or <br />furnished; <br /> <br />c. loss, theft, damage, destruction, sale or encumbrance to or of any of the COLLATERAL, or the <br />making of any levy seizure or attachment thereof or thereon; <br /> <br />d. dissolution, termination of existence, insolvency, business failure, appointment of a receiver of any <br />part of the property of, assignment for the benefit of creditors by, or the commencement of any <br />proceeding under any bankruptcy or insolvency law of, by or against DEBTOR or any guarantor or <br />surety for DEBTOR. <br /> <br />UPON SUCH DEFAULT and at any timeth deems itself insecure, SECURED PARTY may <br />declare all Obligations secured herebyil1)p1ed payable and shall have the remedies of a <br />secured party under Article 9 of the Colpradq; , " ercial Code. SECURED PARTY may require <br />DEBTOR to deliver or make the COLLATi::RAI., :' CURED PARTY at a place to be designated by <br />SECURED PARTY which is reasonably convEf, 'rties. E;~penses of retaking, holding, preparing <br />for sale, selling or the like shall include SECURED .'.'., ...... reaso~aql~ attorney's fees and legal expenses. <br />In the event court action is deemed necessary toenfor ethe:t$tr1h!; andconditions set forth herein, said <br />action shall only be brought in the Distric ityanc!;:.CountyofilDenver, State of Colorado, and <br />DEBTOR consents to venue and personal ju aid Court: '.,'" <br />. )'J; <br />No default shall be waived by SEC xcept in writing, andrlO waiver by SECURED PARTY of <br />any default shall operate as a waiver ther fault or of the same default on a future occasion. The <br />taking of this security agreement s aive or impair any other security said SECURED PARTY may <br />have or hereafter acquire for the t above indebtedness, nor shall the taking of any such <br />additional security waive or impair this see reement; but said SECURED PARTY shall retain its rights of <br />set-off against DEBTOR. <br /> <br />All rights of SECURED PARTY hereunder shall inure to the benefit of its successors and assigns; and all <br />promises and duties of DEBTOR shall bind its heirs, executors or administrators or its successors or <br />assigns. If there be more than one DEBTOR, their liabilities hereunder shall be joint and several. <br /> <br />Dated this 2f:J"'day of /Yl ~ 1998. <br /> <br /> <br />DEBTOR: <br />Company <br /> <br />Consolidated <br /> <br />Extension <br /> <br />Canal <br /> <br />SEAL <br /> <br />By: <br /> <br /> <br />ATTEST: <br /> <br />By x:Le;t JY14A~~.J <br />rporate Secretary <br />