Common use of Cumulative Remedies; Power of Attorney Clause in Contracts

Cumulative Remedies; Power of Attorney. All of Agent's rights and remedies with respect to the Patents and the Licenses, whether established hereby, by any other agreements or by law, shall be cumulative and may be exercised singularly or concurrently. Grantor hereby irrevocably appoints Agent as Grantor's attorney-in-fact, with full authority in the place and stead of Grantor and in the name of Grantor or otherwise to carry out the acts described below. Upon the occurrence and during the continuance of a Default, Grantor hereby authorizes Agent to, in its sole discretion, (i) endorse Grantor's name on all applications, documents, papers and instruments necessary or desirable for Agent in the use of the Patents and the Licenses, (ii) take any other actions with respect to the Patents and the Licenses as Agent deems is in its best interest, (iii) grant or issue any exclusive or non-exclusive license with respect to the Patents to anyone on commercially reasonable terms, and (iv) assign, pledge, convey or otherwise transfer title in or dispose of the Patents and the Licenses to anyone on commercially reasonable terms. Grantor hereby ratifies all that such attorney-in-fact shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable until this Agreement shall have been terminated pursuant to Section 6 hereof. Grantor acknowledges and agrees that this Agreement is not intended to limit or restrict in any way the rights and remedies of Agent or Lender Parties under the Credit Agreement or other Loan Documents, but rather is intended to facilitate the exercise of such rights and remedies. Agent and each of the Lender Parties shall have, in addition to all other rights and remedies given it by the terms of this Agreement, all rights and remedies allowed by law and the rights and remedies of a secured party under the Uniform Commercial Code as enacted in any jurisdiction in which the Patents may be located or deemed located.

Cumulative Remedies; Power of Attorney. All of Agent's rights and remedies with respect to the Patents and the Licenses, whether established hereby, by any other agreements or by law, shall be cumulative and may be exercised singularly or concurrently. Grantor hereby irrevocably designates, constitutes and appoints the Agent (and all Persons designated by the Agent in its sole and absolute discretion) as Grantor's true and lawful attorney-in-fact, with full authority and authorizes the Agent and any of the Agent's designees, in Grantor's or the place Agent's name, to take any action and stead execute any instrument which the Agent may deem necessary or advisable to accomplish the purposes of Grantor this Agreement, including, without limitation, from and in the name of Grantor or otherwise to carry out the acts described below. Upon after the occurrence and during the continuance of a DefaultDefault and the giving by the Agent of notice to Grantor of the Agent's intention to enforce its rights and claims against Grantor, Grantor hereby authorizes Agent to, in its sole discretion, to (i) endorse Grantor's name on all applications, documents, papers and instruments necessary or desirable for the Agent in the use of the Patents and Copyrights, the LicensesLicenses or copyrightable materials, (ii) take any other actions with respect to the Patents and the Licenses as Agent deems is in its best interest, (iii) grant or issue any exclusive or non-exclusive license with respect to the Patents to anyone on commercially reasonable terms, and (iv) assign, pledge, convey or otherwise transfer title in or dispose of the Patents and Copyrights, the Licenses or copyrightable materials to anyone on commercially reasonable terms, (iii) grant or issue any exclusive or nonexclusive license under the Copyrights or, to the extent permitted, under the Licenses, to anyone on commercially reasonable terms, and (iv) take any other actions with respect to the Copyrights, the Licenses or any copyrightable materials as the Agent deems in its own or the Holders of Secured Obligations' best interest. Grantor hereby ratifies all that such attorney-in-fact attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable until this all of the Secured Obligations shall have been paid in full in cash and the Credit Agreement shall have been terminated pursuant to Section 6 hereofterminated. Grantor acknowledges and agrees that this Agreement is not intended to limit or restrict in any way the rights and remedies of the Agent or Lender Parties the other Holders of Secured Obligations under the Credit Agreement or other Loan DocumentsSecurity Agreement, but rather is intended to facilitate the exercise of such rights and remedies. The Agent and each of the Lender Parties shall have, in addition to all other rights and remedies given it by the terms of this Agreement, all rights and remedies allowed by law and the rights and remedies of a secured party under the Uniform Commercial Code as enacted in any jurisdiction in which the Patents Copyrights or the Licenses may be located or deemed located. Upon the occurrence of a Default and the election by the Agent to exercise any of its remedies under Section 9-504 or Section 9-505 of the Uniform Commercial Code with respect to the Copyrights and Licenses, Grantor agrees to assign, convey and otherwise transfer title in and to the Copyrights and the Licenses to the Agent or any transferee of the Agent and to execute and deliver to the Agent or any such transferee all such agreements, documents and instruments as may be necessary, in the Agent's sole discretion, to effect such assignment, conveyance and transfer. All of the Agent's rights and remedies with respect to the Copyrights and the Licenses, whether established hereby, by the Security Agreement, by any other agreements or by law, shall be cumulative and may be exercised separately or concurrently. Notwithstanding anything set forth herein to the contrary, it is hereby expressly agreed that upon the occurrence of a Default, the Agent may exercise any of the rights and remedies provided in this Agreement, the Security Agreement and any of the other Loan Documents. Grantor agrees that any notification of intended disposition of any of the Copyrights and Licenses required by law shall be deemed reasonably and properly given if given at least ten (10) days before such disposition; PROVIDED, HOWEVER, that the Agent may give any shorter notice that is commercially reasonable under the circumstances.

Cumulative Remedies; Power of Attorney. All of Agent's Grantee’s rights and remedies with respect to the Patents and the Licenses, whether established hereby, by any other agreements or by law, shall be cumulative and may be exercised singularly or concurrently. Grantor hereby irrevocably appoints Agent Grantee as Grantor's ’s attorney-in-fact, with full authority in the place and stead of Grantor and in the name of Grantor or otherwise to carry out the acts described below. Upon the occurrence and during the continuance of a Default, Grantor hereby authorizes Agent Grantee to, in its sole discretion, (i) endorse Grantor's ’s name on all applications, documents, papers and instruments necessary or desirable for Agent Grantee in the use of the Patents and the Licenses, (ii) take any other actions with respect to the Patents and the Licenses as Agent Grantee deems is in its best interest, (iii) grant or issue any exclusive or non-exclusive license with respect to the Patents to anyone on commercially reasonable terms, and (iv) assign, pledge, convey or otherwise transfer title in or dispose of the Patents and the Licenses to anyone on commercially reasonable terms. Grantor hereby ratifies all that such attorney-in-fact shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable until this Agreement shall have been terminated pursuant to Section 6 hereof. Grantor acknowledges and agrees that this Agreement is not intended to limit or restrict in any way the rights and remedies of Agent or Lender Parties Grantee under the Credit Security Agreement or other Loan Debt Documents, but rather is intended to facilitate the exercise of such rights and remedies. Agent and each of the Lender Parties Grantee shall have, in addition to all other rights and remedies given it by the terms of this Agreement, all rights and remedies allowed by law and the rights and remedies of a secured party under the Uniform Commercial Code as enacted in any jurisdiction in which which, respectively, either (x) the Patents may be located or deemed locatedlocated or (y) the Licenses were granted.

Cumulative Remedies; Power of Attorney. All of Agent's Grantee’s rights and remedies with respect to the Patents and the Licenses, whether established hereby, by any other agreements or by law, shall be cumulative and may be exercised singularly or concurrently. Grantor hereby irrevocably appoints Agent Grantee as Grantor's ’s attorney-in-fact, with full authority in the place and stead of Grantor and in the name of Grantor or otherwise to carry out the acts described below. Upon the occurrence and during the continuance of a Default, Grantor hereby authorizes Agent Grantee to, in its sole discretion, (i) endorse Grantor's ’s name on all applications, documents, papers and instruments necessary or desirable for Agent Grantee in the use of the Patents and the Licenses, (ii) take any other actions with respect to the Patents and the Licenses as Agent Grantee deems is in its best interest, (iii) grant or issue any exclusive or non-exclusive license with respect to the Patents to anyone on commercially reasonable terms, and (iv) assign, pledge, convey or otherwise transfer title in or dispose of the Patents and the Licenses to anyone on commercially reasonable terms. Grantor hereby ratifies all that such attorney-in-fact shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable until this Agreement shall have been terminated pursuant to Section 6 hereof. Grantor acknowledges and agrees that this Agreement is not intended to limit or restrict in any way the rights and remedies of Agent or Lender Parties Grantee under the Credit Security Agreement or other Loan Debt Documents, but rather is intended to facilitate the exercise of such rights and remedies. Agent and each of the Lender Parties Grantee shall have, in addition to all other rights and remedies given it by the terms of this Agreement, all rights and remedies allowed by law and the rights and remedies of a secured party Grantee under the Uniform Commercial Code as enacted in any jurisdiction in which which, respectively, either (x) the Patents may be located or deemed locatedlocated or (y) the Licenses were granted.

Cumulative Remedies; Power of Attorney. All of Agent's Grantee’s rights and remedies with respect to the Patents Trademarks and the Licenses, whether established hereby, by any other agreements or by law, shall be cumulative and may be exercised singularly or concurrently. Grantor hereby irrevocably appoints Agent Grantee as Grantor's ’s attorney-in-fact, with full authority in the place and stead of Grantor and in the name of Grantor or otherwise to carry out the acts described below. Upon the occurrence and during the continuance of a Default, Grantor hereby authorizes Agent Grantee to, in its sole discretion, (i) endorse Grantor's ’s name on all applications, documents, papers and instruments necessary or desirable for Agent Grantee in the use of the Patents Trademarks and the Licenses, (ii) take any other actions with respect to the Patents Trademarks and the Licenses as Agent Grantee deems is in its best interest, (iii) grant or issue any exclusive or non-exclusive license with respect to the Patents Trademarks to anyone on commercially reasonable terms, and (iv) assign, pledge, convey or otherwise transfer title in or dispose of the Patents Trademarks and the Licenses to anyone on commercially reasonable terms. Grantor hereby ratifies all that such attorney-in-fact shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable until this Agreement shall have been terminated pursuant to Section 6 hereof. Grantor acknowledges and agrees that this Agreement is not intended to limit or restrict in any way the rights and remedies of Agent or Lender Parties Grantee under the Credit Security Agreement or other Loan Debt Documents, but rather is intended to facilitate the exercise of such rights and remedies. Agent and each of the Lender Parties Grantee shall have, in addition to all other rights and remedies given it by the terms of this Agreement, all rights and remedies allowed by law and the rights and remedies of a secured party Grantee under the Uniform Commercial Code as enacted in any jurisdiction in which which, respectively, either (x) the Patents Trademarks may be located or deemed locatedlocated or (y) the Licenses were granted.