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<br />following events or conditions: <br /> <br />a, default in the payment or performance of any obligation, covenant or liability contained or <br />referred to herein or in any note evidencing tl;e same: <br /> <br />b. the making or furnishing of any warranty, representation or statement to SECURED PARTY by or <br />on 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 <br />any part of the property of, assignment for the benefit of creditors by, or the commencement of <br />any proceeding under any bankruptcy or insolvency law of, by or against DEBTOR or any <br />guarantor or surety for DEBTOR. <br /> <br />UPON SUCH DEFAULT and at any time thereafter, or if it deems itself insecure, SECURED <br />PARTY may declare all Obligations secured hereby immediately due and payable and shall have the <br />remedies of a secured party under Article 9 of the Colorado Uniform Commercial Code. SECURED <br />PARTY may require DEBTOR to deliver or make the COLLATERAL available to SECURED PARTY at a place <br />to be designated by SECURED PARTY which is reasonably convenient to both parties, Expenses of <br />retaking, holding, preparing for sale, selling or the like shall include SECURED PARTY'S reasonable <br />attorney's fees and legal expenses. In the event court action is deemed necessary to enforce the terms <br />and conditions set forth herein, said action shall only be brought in the District Court for the City and <br />County ot Denver, State of Colorado, and DEBTOR consents to venue and personal jurisdiction in said <br />Court, <br /> <br />The SECURED PARTY shall give the DEBTOR written notice of any alleged default and an <br />opportunity to cure within thirty (30) days of receipt of such notice before the DEBTOR shall be <br />considered in default for purposes of this Security Agreement. No default shall be waived by SECURED <br />PARTY except in writing, and no waiver by SECURED PARTY of any default shall operate as a waiver of <br />any other default or of the same detault on a future occasion. The taking of this security agreement <br />shall not waive or impair any other security said SECURED PARTY may have or hereafter acquire for the <br />payment of the above indebtedness, nor shall the taking of any such additional security waive or impair <br />this security agreement; but said SECURED PARTY shall retain its rights of set-off against DEBTOR, <br /> <br />All rights of SECURED PARTY hereunder shall inure to the benefit of its successors and assigns; <br />and all promises and duties of DEBTOR shall bind its heirs, executors or administrators or its successors <br />or assigns, If there be more than one DEBTOR, their liabilities hereunder shall be joint and several. <br /> <br />Dated this 1 st of March 2001 , <br /> <br />By <br /> <br /> <br />ation District <br /> <br />SEAL <br /> <br />.' <br /> <br />t'Y\......- <br />Dracon, President <br /> <br />ATTEST: <br /> <br />G~ JmvGR ruWQ~.;0 <br /> <br />Pamela Collin0orporate Secretary <br />