Common use of Further Assurance and Power of Attorney Clause in Contracts

Further Assurance and Power of Attorney. 15.1 Each Party shall at the request and cost of the other Party execute such documents and do all such acts and things as may be reasonably necessary for putting the terms of this Agreement into effect and co-operate fully with the other Party so that each Party may obtain the full benefit of this Agreement. 15.2 [Party 2 appoints Party 1 to be his attorney to execute such documents and to do all such acts and things and generally to use its name for the purpose of putting this agreement into effect, provided that Party 1 has made reasonable attempts to contact Party 2 having due consideration of the timings for any official actions or steps that need to be taken in relation to the prosecution, maintenance or enforcement of the Joint IP. In favor of any third party, a certificate in writing signed by a director or secretary of Party 1 that any document or act falls within the authority conferred by this clause 15.2 shall be conclusive evidence that such is the case.] This is potentially controversial but could be crucial if the other party cannot be contacted.