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• the Coitateral, the Obligations, or the relationship between Debtor and Secured Party; and (3) to protect, collect, lease, sell, take possession of, or liquidate any of the Collateral, to enforce or to attempt to enforce any of Secured Party's rights under this Agreement and to give any advice with respect to such enforcement; however, this definition does not ~nclude any attorney fees incurred by Secured Party in any court proceeding (other than a proceeding under or related to 11 USC § 101 et seq.) if (a) such fees were incurred in an action by either Secured Party or Debtor against the other and (b) Debtor is the prevailing party in the action. 10.6 Any notice or notification required, pernutted, or contemplated under this Agreement must be in writing, must be addressed to the party to be notified at the address set forth above or at such other address as each party may designate for itself from time to time by notice hereunder, and will be deemed to have been validly served, given, or delivered (1) five business days after deposit in the United States mails, with first-class postage prepaid, (2) the next business day after such notice was delivered to a regularly scheduled overnight delivery catrier or (3) on receipt of noticc given by telecopy, mailgram, telegram, telex, or personal delivery to the party. 10.7 Whenever possible, oach provision of this Agrecment will be interpreted in a manner as to be effecdve and valid under applicable law, but if any provision of this Agrcement is prohibited by or invalid under applicable law, that provision will be ineffecdve to the extent of thc prohibition or invalidity, without invalidating the remainder of the provision or the remaining provisions of this Agreement. 10 . 8 This Agreement cannot be changed orally or by the conduct of the parties. Any amendment, modification, or change may be made only by a writing signed by the party against whom enforcement is sought. . • 10 . 9 All Secured Party's rights and remedies, whether evidenced in this Agreement or by any other wridng, shall be cumulative and may be exercised singularly or concuirendy. Election by Secured Party to pursue any remedy shall not exclude pursuit of any other remedy, and an elxtion to make expenditures or take action to perform an obligation of Debtor under this security agrcement after failure of Debtor to perform shall not affect Secured Party's right to declare a default and exercise its remedies under Secdon 7. _ 10.10 In the event this Agreement is placod in the hands of an attorney for enforcement, the party in default agrees to pay the reasonable costs and expenses of enforcing this Agroement, including reasonable attorneys' fees. In the event a suit or action is filed to enforce this Agroement or to construe or interp~t this Agreement, the prevailing party shall be entided to recover the reasonable costs and exponses of the suit or action, at trial or upon appeal, including reasonable Attorneys' Fees. In the event suit or action is instituted in a Bankruptcy Court to enforce or interpret any of the terms of this Agreement, to seek relief from an automatic stay, to obtain adequate protection, to deternune dischargeability of any debts, or to otherwise assert the intenst of the creditor in a bankruptcy proceeding, the debtor shall pay the reasonable costs and expenses incurned by the creditor including reasonable Attorneys' Fees. 10.11 Secured Party shall not be deemed to have waived any rights under this Agreement or any other writing signed by Debtor unless such waiver be in wridng and signed by Secured Pacty. No delay or omission on the part of Secured Party shall operate as a waiver of such right or any other right. A waiver by any party of a breach of a provision of this Agreement shall not constitute a waiver or prejudice the party's right otherwise to demand strict compliance with that provision or any other provision. • Security Agreement Page - 7