(B) IF REQUESTED BY A SECURED PARTY, A HOLDER OF A SUBORDINATE
SECURITY INTEREST OR OTHER LIEN SHALL FURNISH REASONABLE PROOF OF THE
INTEREST OR LIEN WITHIN A REASONABLE TIME. UNLESS THE HOLDER DOES SO,
THE SECURED PARTY NEED NOT COMPLY WITH THE HOLDER'S DEMAND UNDER
SUBSECTION (A)(3).

(C) A SECURED PARTY NEED NOT APPLY OR PAY OVER FOR APPLICATION
NONCASH PROCEEDS OF DISPOSITION UNDER THIS SECTION UNLESS THE FAILURE
TO DO SO WOULD BE COMMERCIALLY UNREASONABLE. A SECURED PARTY THAT
APPLIES OR PAYS OVER FOR APPLICATION NONCASH PROCEEDS SHALL DO SO IN A
COMMERCIALLY REASONABLE MANNER

(D) IF THE SECURITY INTEREST UNDER WHICH A DISPOSITION IS MADE
SECURES PAYMENT OR PERFORMANCE OF AN OBLIGATION, AFTER MAKING THE
PAYMENTS AND APPLICATIONS REQUIRED BY SUBSECTION (A) AND PERMITTED BY
SUBSECTION (C):

(1) UNLESS SUBSECTION (A)(4) REQUIRES THE SECURED PARTY TO
APPLY OR PAY OVER CASH PROCEEDS TO A CONSIGNOR, THE SECURED PARTY SHALL
ACCOUNT TO AND PAY A DEBTOR FOR ANY SURPLUS; AND

(2) THE OBLIGOR IS LIABLE FOR ANY DEFICIENCY.

(E) IF THE UNDERLYING TRANSACTION IS A SALE OF ACCOUNTS, CHATTEL
PAPER, PAYMENT INTANGIBLES, OR PROMISSORY NOTES:

(1) THE DEBTOR IS NOT ENTITLED TO ANY SURPLUS: AND

(2) THE OBLIGOR IS NOT LIABLE FOR ANY DEFICIENCY.

(F) THE SURPLUS OR DEFICIENCY FOLLOWING A DISPOSITION IS
CALCULATED BASED ON THE AMOUNT OF PROCEEDS THAT WOULD HAVE BEEN
REALIZED IN A DISPOSITION COMPLYING WITH THIS PART TO A TRANSFEREE OTHER
THAN THE SECURED PARTY, A PERSON RELATED TO THE SECURED PARTY, OR A
SECONDARY OBLIGOR IF:

(1) THE TRANSFEREE IN THE DISPOSITION IS THE SECURED PARTY, A
PERSON RELATED TO THE SECURED PARTY, OR A SECONDARY OBLIGOR; AND

(2) THE AMOUNT OF PROCEEDS OF THE DISPOSITION IS SIGNIFICANTLY
BELOW THE RANGE OF PROCEEDS THAT A COMPLYING DISPOSITION TO A PERSON
OTHER THAN THE SECURED PARTY, A PERSON RELATED TO THE SECURED PARTY, OR
A SECONDARY OBLIGOR WOULD HAVE BROUGHT.

(G) A SECURED PARTY THAT RECEIVES CASH PROCEEDS OF A DISPOSITION IN
GOOD FAITH AND WITHOUT KNOWLEDGE THAT THE RECEIPT VIOLATES THE RIGHTS
OF THE HOLDER OF A SECURITY INTEREST OR OTHER LIEN THAT IS NOT
SUBORDINATE TO THE SECURITY INTEREST OR AGRICULTURAL LIEN UNDER WHICH
THE DISPOSITION IS MADE:

(1) TAKES THE CASH PROCEEDS FREE OF THE SECURITY INTEREST OR
OTHER LIEN;