Authorized Action by the Secured Party. 5.1 Pledgor hereby irrevocably appoints the Secured Party as its attorney-in-fact to do (but the Secured Party shall not be obligated to and shall not incur any liability to Pledgor or any third party for failure so to do), upon an Event of Default and while such Event of Default is continuing, any act which Pledgor is obligated by this Security Agreement to do, and to exercise such rights and powers as Pledgor might exercise with respect to the Collateral, including, without limitation, the right to: 5.1.1 collect by legal proceedings or otherwise and endorse, receive and receipt for all payments, proceeds and other sums and property now or hereafter payable on or in respect of proceeds and other sums and property now or hereafter payable on or in respect of the Collateral, including dividends, profits and interest payments; 5.1.2 enter into any extension, reorganization, deposit, merger or consolidation agreement or other agreement pertaining to the Collateral, and in connection therewith may deposit or surrender control of the Collateral thereunder, accept other property in exchange therefor, and do and perform such acts and things as it may deem proper, and any money or property secured in exchange therefor shall be applied to the Obligations or held by the Secured Party pursuant to the provisions of the Note; 5.1.3 protect and preserve the Collateral; 5.1.4 transfer the Collateral to its own or its nominee’s name; and 5.1.5 take such action, as shall be authorized in the Note. 5.2 All the foregoing powers authorized herein, being coupled with an interest, are irrevocable so long as any Obligations are outstanding.
Appears in 3 contracts
Samples: Pledge and Security Agreement (Toga LTD), Pledge and Security Agreement (Toga LTD), Pledge and Security Agreement (Toga LTD)
Authorized Action by the Secured Party. 5.1 Pledgor At any time, Debtor -------------------------------------- hereby agrees that from time to time, without presentment, notice or demand, and without affecting or impairing in any way the rights of the Secured Party with respect to the Collateral, the obligations of the Debtor hereunder or the Obligations, the Secured Party may, but shall not be obligated to and shall incur no liability to Debtor or any third party for failure to take any act which Debtor is obligated by this Agreement to do and to exercise such rights and powers as Debtor might exercise with respect to the Collateral, and Debtor hereby irrevocably appoints the Secured Party as its attorney-in-fact to do (but the Secured Party shall not be obligated to and shall not incur any liability to Pledgor or any third party for failure fact, so to do), upon long as an Event of Default has occurred and while such Event of Default is continuing, any act which Pledgor is obligated by this Security Agreement to do, and to exercise such rights and powers as Pledgor might exercise with respect to the Collateralpowers, including, including without limitation, the right to:
5.1.1 : (i) collect by legal proceedings or otherwise and endorse, receive and receipt for all dividends, interest, payments, proceeds and other sums and property now or hereafter payable on or in respect of proceeds and other sums and property now or hereafter payable on or in respect account of the Collateral, including dividends, profits and interest payments;
5.1.2 ; (ii) enter into any extension, reorganization, deposit, merger or merger, consolidation agreement or other agreement pertaining to the Collateralto, and in connection therewith may deposit or surrender control of the Collateral thereunderdeposit, accept surrender, accept, hold or apply other property in exchange thereforfor the Collateral; (iii) insure, and do and perform such acts and things as it may deem proper, and any money or property secured in exchange therefor shall be applied to the Obligations or held by the Secured Party pursuant to the provisions of the Note;
5.1.3 protect process and preserve the Collateral;
5.1.4 ; (iv) transfer the Collateral to its own or its nominee’s 's name; and
5.1.5 (v) make any compromise or settlement, and take such actionany action it deems advisable, as shall be authorized in with respect to the NoteCollateral; and (vi) to notify any account debtor on any Collateral to make payment directly to the Secured Party.
5.2 All the foregoing powers authorized herein, being coupled with an interest, are irrevocable so long as any Obligations are outstanding.
Appears in 2 contracts
Samples: Security Agreement (Impco Technologies Inc), Security Agreement (Stemmler Robert)