Common use of Rights and Remedies with Respect to Collateral Clause in Contracts

Rights and Remedies with Respect to Collateral. Notwithstanding anything herein to the contrary, upon the occurrence of any Event of Default, Bank is fully authorized and empowered (without the necessity of any further consent or authorization from Borrower) and the right is expressly granted to Bank, and Bank hereby appoints and makes Bank as Borrower's true and lawful attorney-in-fact and agent for Borrower and in Borrower's name, place, and stead with full power of substitution, in Bank's name or Borrower's name or otherwise, for Bank's use and benefit, but at Borrower's cost and expense, to exercise, without notice, all or any of the following powers at any time with respect to all or any of the Collateral: (a) notify Account Debtors to make and deliver payment and/or provide performance directly to Bank; (b) demand, sue ▇▇▇, collect, receive, and give acquittance for any and all moneys due or to become due by virtue of the Collateral, and otherwise deal with Proceeds; (c) receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper taken or received by Bank in connection therewith; (d) settle, compromise, compound, prosecute, or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Bank were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all thereof, grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Bank shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value of, any Collateral. After the occurrence of an Event of Default, Bank may receive and open mail addressed to Borrower. Borrower hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the Accounts, upon receipt of written notice from Bank (as provided hereinabove) to pay or otherwise perform or accept performance of the obligations under the Accounts to, with, or for Bank directly, and to continue to do so until otherwise notified by Bank. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Agreement shall have terminated, and no such person or entity shall be liable to Borrower, its successors or assigns for acting in reliance on Bank's notification as provided in this Section.

Rights and Remedies with Respect to Collateral. Notwithstanding anything herein to Upon the contrary, upon happening and during the occurrence continuance of any Event of Default, Bank is Banks, acting through the Secured Party, are hereby fully authorized and empowered (without the necessity of any further consent or authorization from BorrowerDebtor) and the right is expressly granted to BankBanks, and Bank Debtor hereby appoints and makes Bank Secured Party, for the ratable benefit of Banks, as BorrowerDebtor's true and lawful attorney-in-fact and agent for Borrower Debtor and in BorrowerDebtor's name, place, and stead with full power of substitution, in Secured Party's and Bank's name or BorrowerDebtor's name or otherwise, for Bank's use and benefitthe ratable benefit of Banks, but at BorrowerDebtor's cost and expense, to exercise, without notice, all or any of the following powers at any time with respect to all or any of the Collateral: (a) notify Account Debtors account debtors or the obligors on the Related Rights to make and deliver payment and/or provide performance directly to BankSecured Party, for the ratable benefit of Banks; (b) demand, sue ▇▇▇r, collect, receive, and give acquittance for any and all moneys due or to become due by virtue of the Collateral, and otherwise deal with Proceedsproceeds; (c) receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper and Related Rights taken or received by Bank Secured Party, for the ratable benefit of Banks in connection therewith; (d) settle, compromise, compound, prosecute, prosecute or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Bank Secured Party, for the ratable benefit of Banks were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all thereof, grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Bank Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value of, any Collateral. After the occurrence of an Event of Default, Bank may receive and open mail addressed to Borrower. Borrower Debtor hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the AccountsRelated Rights, upon receipt of written notice from Bank (as provided hereinabove) Secured Party to pay or otherwise perform or accept performance of the obligations under the Accounts Related Rights to, with, with or for Bank Secured Party, for the ratable benefit of Banks directly, and to continue to do so until otherwise notified by BankSecured Party. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Security Agreement shall have terminated, and no such person or entity shall be liable to Borrower, Debtor or its successors or assigns for acting in reliance on BankSecured Party's notification as provided in this Section.

Rights and Remedies with Respect to Collateral. Notwithstanding anything herein to the contrary, upon the occurrence of any Event of Default, Bank The Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from Borrowerthe Debtor) and the right is expressly granted to Bankthe Secured Party, and Bank the Debtor hereby constitutes, appoints and makes Bank the Secured Party as Borrowerthe Debtor's true and lawful attorneyAttorney and Agent-in-fact and agent Fact for Borrower the Debtor, and in Borrowerthe Debtor's name, place, place and stead with full power of substitution, in Bankthe Secured Party's name or Borrowerthe Debtor's name or otherwise, for Bankthe Secured Party's sole use and benefit, but at Borrowerthe Debtor's cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence of an Event of Default, with respect to all or any of the Collateral: (a) notify Account Debtors transfer to make and deliver payment and/or provide performance directly to Bank; (b) demand, sue ▇▇▇, collect, receive, and give acquittance for or register in the name of the Secured Party or any and all moneys due nominee of the Secured Party or to become due by virtue any purchaser of any of the Collateral, and otherwise deal whether or not so transferred or registered, to receive the income and dividends thereon, including cash and stock dividends, stock splits and rights to subscribe, and to hold the same as part of the Collateral and/or apply the same as hereinafter provided; to exchange any of the Collateral for other property upon reorganization, recapitalization or other readjustment and in connection therewith to deposit any of the Collateral with Proceedsany committee or depository upon such terms as the Secured Party may determine; (c) receiveafter the occurrence of an Event of Default hereunder, take, endorse, assign and deliver any to exercise voting and all checksother rights as to any of the Collateral, notes, drafts, documents all without notice and other negotiable and non-negotiable instruments and chattel paper taken or without liability except to account for property actually received by Bank in connection therewith; (d) settlethe Secured Party, compromise, compound, prosecute, or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Bank were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all thereof, grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Bank the Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value ofunder, any Collateral. After the occurrence of an Event of Default, Bank may receive and open mail addressed to Borrower. Borrower hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the Accounts, upon receipt of written notice from Bank (as provided hereinabove) to pay or otherwise perform or accept performance of the obligations under the Accounts to, with, or for Bank directly, and to continue to do so until otherwise notified by Bank. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Agreement shall have terminated, and no such person or entity shall be liable to Borrower, its successors or assigns for acting in reliance on Bank's notification as provided in this Section.

Rights and Remedies with Respect to Collateral. Notwithstanding anything herein to Upon the contrary, upon happening and during the occurrence continuance of any Event of Default, Bank Secured Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from BorrowerDebtor) and the right is expressly granted to BankSecured Party, and Bank Debtor hereby appoints and makes Bank Secured Party as BorrowerDebtor's true and lawful attorney-in-fact and agent for Borrower Debtor and in BorrowerDebtor's name, place, and stead with full power of substitution, in BankSecured Party's name or BorrowerDebtor's name or otherwise, for BankSecured Party's use and benefit, but at BorrowerDebtor's cost and expense, to exercise, without notice, all or any of the following powers at any time with respect to all or any of the Collateral: (a) notify Account Debtors account debtors or the obligers on the Related Rights to make and deliver payment and/or provide performance directly to BankSecured Party; (b) demand, sue ▇▇▇▇ for, collect, receive, and give acquittance for any and all moneys due or to become due by virtue of the Collateral, and otherwise deal with Proceedsproceeds; (c) receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper and Related Rights taken or received by Bank Secured Party in connection therewith; (d) settle, compromise, compound, prosecute, prosecute or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Bank Secured Party were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all thereof, grant waivers and make any allowance or other adjustment with reference thereto; providedPROVIDED, howeverHOWEVER, Bank Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value of, any Collateral. After the occurrence of an Event of Default, Bank may receive and open mail addressed to Borrower. Borrower Debtor hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the AccountsRelated Rights, upon receipt of written notice from Bank (as provided hereinabove) Secured Party to pay or otherwise perform or accept performance of the obligations under the Accounts Related Rights to, with, with or for Bank Secured Party directly, and to continue to do so until otherwise notified by BankSecured Party. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Security Agreement shall have terminated, and no such person or entity shall be liable to Borrower, Debtor or its successors or assigns for acting in reliance on BankSecured Party's notification as provided in this Section.

Rights and Remedies with Respect to Collateral. Notwithstanding anything herein to Upon the contrary, upon happening and during the occurrence continuance of any Event of Default, Bank is Banks, acting through the Secured Party, are hereby fully authorized and empowered (without the necessity of any further consent or authorization from Borrowerany Debtor) and the right is expressly granted to BankBanks, and Bank each Debtor hereby appoints and makes Bank Secured Party, for the ratable benefit of Banks, as Borrowereach Debtor's true and lawful attorney-in-fact and agent for Borrower each Debtor and in Borrowereach Debtor's name, place, and stead with full power of substitution, in Secured Party's and Bank's name or Borrowereach Debtor's name or otherwise, for Bank's use and benefitthe ratable benefit of Banks, but at Borrowereach Debtor's cost and expense, to exercise, without notice, all or any of the following powers at any time with respect to all or any of the Collateral: (a) notify Account Debtors account debtors or the obligors on the Related Rights to make and deliver payment and/or provide performance directly to BankSecured Party, for the ratable benefit of Banks; (b) demand, sue ▇▇▇r, collect, receive, and give acquittance for any and all moneys due or to become due by virtue of the Collateral, and otherwise deal with Proceedsproceeds; (c) receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper and Related Rights taken or received by Bank Secured Party, for the ratable benefit of Banks in connection therewith; (d) settle, compromise, compound, prosecute, prosecute or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Bank Secured Party, for the ratable benefit of Banks were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all thereofthere-of, grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Bank Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value of, any Collateral. After the occurrence of an Event of Default, Bank may receive and open mail addressed to Borrower. Borrower Each Debtor hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the AccountsRelated Rights, upon receipt of written notice from Bank (as provided hereinabove) Secured Party to pay or otherwise perform or accept performance of the obligations under the Accounts Related Rights to, with, with or for Bank Secured Party, for the ratable benefit of Banks directly, and to continue to do so until otherwise notified by BankSecured Party. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Security Agreement shall have terminated, and no such person or entity shall be liable to Borrower, any Debtor or its successors or assigns for acting in reliance on BankSecured Party's notification as provided in this Section.