Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s possession or under Agent’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent were the outright owner of the Collateral.
Appears in 6 contracts
Samples: Subordinated Convertible Loan Facility and Security Agreement, Subordinated Convertible Loan Facility and Security Agreement (Enphase Energy, Inc.), Subordinated Convertible Loan Facility and Security Agreement (Enphase Energy, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 6 contracts
Samples: Venture Loan and Security Agreement (Xtera Communications, Inc.), Venture Loan and Security Agreement (Enphase Energy, Inc.), Venture Loan and Security Agreement (Enphase Energy, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence and during the continuance of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 5 contracts
Samples: Venture Loan and Security Agreement, Venture Loan and Security Agreement (Tengion Inc), Venture Loan and Security Agreement (Tengion Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the CollateralCollateral and authorizes Lender to do the same. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuance thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 3 contracts
Samples: Security Agreement, Security Agreement (Ambit Biosciences Corp), Security Agreement (Ambit Biosciences Corp)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on during the occurrence existence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 3 contracts
Samples: Venture Loan and Security Agreement (Entropic Communications Inc), Venture Loan and Security Agreement (Entropic Communications Inc), Venture Loan and Security Agreement (Entropic Communications Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuation thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 6 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 3 contracts
Samples: Note and Security Agreement (Non Invasive Monitoring Systems Inc /Fl/), Note and Security Agreement (Cellular Technical Services Co Inc), Note and Security Agreement (Non Invasive Monitoring Systems Inc /Fl/)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lender's security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuation thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s Lender's discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s 's name on any checks or other forms of payment or security; (f) sign Borrower’s 's name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s 's insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 2 contracts
Samples: Note and Security Agreement (Frost Phillip Md Et Al), Note and Security Agreement (Modigene Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lenders’ security interests in the Collateral. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent each Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agentany Lender’s possession or under Agentany Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s Lenders’ discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Lenders or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner owners of the Collateral.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Entropic Communications Inc), Venture Loan and Security Agreement (Entropic Communications Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Uniform Commercial Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lenders’ security interests in the Collateral. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest) on the occurrence and during the continuance of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent such Lender were a Borrower itself; , (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s such Lenders’ possession or under Agent’s such Lenders’ control; , (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (d) in Agent’s such Lenders’ discretion to file any claim or take any other action or proceedings, either in its their own name names or in the name of Borrower or otherwise, which Agent such Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders, in and to the Collateral; , or (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent such Lender, were the outright owner of the Collateral.
Appears in 2 contracts
Samples: Equipment Loan and Security Agreement (Renovis Inc), Equipment Loan and Security Agreement (Renovis Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx forsue xxx, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including reasonable attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 2 contracts
Samples: Loan and Security Agreement (Signal Pharmaceuticals Inc), Loan and Security Agreement (Signal Pharmaceuticals Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lenders’ security interests in the CollateralCollateral and authorizes each Lender to do the same. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuance thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent each Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agentany Lender’s possession or under Agentany Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agentany Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent any Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Lenders or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement, Venture Loan and Security Agreement (Ambit Biosciences Corp)
Power of Attorney in Respect of the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of each Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lenders’ security interests in the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of each Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault that has not been waived by Lenders, the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or such Lender were such Co-Borrower itself; (b) to receive payment of and to endorse the name of such Co-Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or any Lender’s possession or under Collateral Agent’s or any Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or any Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of such Co-Borrower or otherwise, which Collateral Agent or such Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lenders in and to the Collateral; (e) endorse such Co-Borrower’s name on any checks or other forms of payment or security; (f) sign such Co-Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under such Co-Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines or Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, any Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent or such Lender were the outright owner of the Collateral.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Environmental Impact Acquisition Corp), Venture Loan and Security Agreement (Stealth BioTherapeutics Corp)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lender's security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s Lender's discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s 's name on any checks or other forms of payment or security; (f) sign Borrower’s 's name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s 's insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent were Lender was the outright owner of the CollateralCollateral to the extent not prohibited under the Code or other applicable law.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Activbiotics Inc), Venture Loan and Security Agreement (Activbiotics Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lender's reasonable opinion and commercially prudent judgment immediate action is necessary to preserve or protect the Collateral. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 2 contracts
Samples: Loan and Security Agreement (Pharsight Corp), Loan and Security Agreement (Pharsight Corp)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Collateral Agent (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Collateral Agent’s and each Lender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Collateral Agent (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault that has not been waived by Lenders, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentCollateral Agent or any Lender’s possession or under Collateral Agent’s or any Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, a Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent were the outright owner of the Collateral.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Inotek Pharmaceuticals Corp), Venture Loan and Security Agreement (Inotek Pharmaceuticals Corp)
Power of Attorney in Respect of the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lender’s security interests in the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest) on upon the occurrence of an Event of DefaultDefault that has not been waived by Lender, the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or Lender were such Co-Borrower itself; (b) to receive payment of and to endorse the name of such Co-Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or Lender’s possession or under Collateral Agent’s or Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of such Co-Borrower or otherwise, which Collateral Agent or Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lender in and to the Collateral; (e) endorse such Co-Borrower’s name on any checks or other forms of payment or security; (f) sign such Co-Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under such Co-Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines or Lender determine reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, Lender or a third party as the Code permits; and (j) to the extent permitted by applicable law, to otherwise act with respect thereto as though Collateral Agent or Lender were the outright owner of the Collateral.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Catasys, Inc.), Venture Loan and Security Agreement (Catasys, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lxxxxxx (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower for the limited purpose, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and each Lxxxxx’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lenders (which appointment is coupled with an interest) ), on the occurrence of an Event of DefaultDefault that has not been waived by each Lender, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sue for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or such Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or any Lender’s possession or under Collateral Agent’s or any Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or any Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent or any Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and each Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bill of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent or any Lender determines reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, any Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent or such Lender were the outright owner of the Collateral.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Ceribell, Inc.), Venture Loan and Security Agreement (Ceribell, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Collateral Agent (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lenders’ security interests in the Collateral. Borrower does hereby irrevocably appoint Collateral Agent (which appointment is coupled with an interest) on the occurrence and continuation of an Event of Default, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or a Lender’s possession or under Collateral Agent’s or a Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, a Lender or a third party as the Code permits; and (j) to the extent permitted by applicable law, to otherwise act with respect thereto as though Collateral Agent were the outright owner of the Collateral.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Palatin Technologies Inc), Venture Loan and Security Agreement (Palatin Technologies Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or Lender’s possession or under Collateral Agent’s or Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent or Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent or Lender determines reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent or Lender were the outright owner of the Collateral.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (CVRx, Inc.), Venture Loan and Security Agreement (Celsion CORP)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Agent, on behalf of Lenders, and each Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s 's security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Agent, on behalf of Lenders, and each Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and so long as such Event of Default has not been waived by Lenders, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent or any Lender were a Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s 's or any Lender's possession or under Agent’s 's or any Lender's control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s 's or any Lender's discretion to file any claim or take any other action or proceedings, either in its their own name names or in the name of Borrower or otherwise, which Agent or Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Agent, on behalf of Lenders, and Lenders in and to the Collateral; (e) to the extent related to the Collateral or proceeds thereof, endorse Borrower’s 's name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s 's insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (ig) transfer the Collateral into the name of Agent or any Lender or a third party as the Code permits; and or (jh) to otherwise act with respect thereto as though Agent Agent, on behalf of Lenders, or any Lender were the outright owner of the Collateral, in each case subject to Agent's and Lenders' duty to act in a commercially reasonable manner and otherwise in compliance with applicable law, including the Code.
Appears in 1 contract
Samples: Equipment Loan and Security Agreement (Egenera, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of each Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower Xxxxxxxx, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code Code, the PPSA or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Xxxxxxx’ security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of each Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sue for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or such Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or any Lender’s possession or under Collateral Agent’s or any Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or any Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent or such Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bill of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under BorrowerXxxxxxxx’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines or Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, any Lender or a third party as the Code or the PPSA permits; and (j) to otherwise act with respect thereto as though Collateral Agent or such Lender were the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform)any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx sue for, compound and give acquittance for any and all rentsxxxts, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with 3.1with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Additional Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Additional Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Additional Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Additional Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lender's reasonable opinion immediate action is necessary to preserve or protect the Additional Collateral. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Loan Assumption and Forbearance Agreement (Jackpot Enterprises Inc)
Power of Attorney in Respect of the Collateral. Borrower does ---------------------------------------------- hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 3.1 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lender's reasonable opinion immediate action is necessary to preserve or protect the Collateral. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint authorize each Lender and Agent (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Lenders’ or Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s possession or under Agent’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Lenders and Agent in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Lenders or Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Sunesis Pharmaceuticals Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the CollateralCollateral and authorizes Lender to do the same. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuance thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may ****** — Material has been omitted and filed separately with the Commission reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Pharmasset Inc)
Power of Attorney in Respect of the Collateral. Borrower does ---------------------------------------------- hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 with full power to settle, adjust or compromise ------------ any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; provided, however, that the power of attorney herein -------- ------- granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Loan and Security Agreement (Corsair Communications Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lenders' security interests in the Collateral. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest) on upon the occurrence and during he continuance of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent any Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including all accounts at Payment Agent) (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s any Lender's control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s any Lender's discretion to file any claim or take any other action or proceedings, either in its their own name names or in the name of Borrower or otherwise, which Agent Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s 's name on any checks or other forms of payment or security; (f) sign Borrower’s 's name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s 's insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines Lenders determine reasonable; (i) transfer the Collateral into the name of Agent a Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent any Lender were the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lender's security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence and during the continuance of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s Lender's discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s 's name on any checks or other forms of payment or security; (ft) sign Borrower’s 's name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s 's insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby ---------------------------------------------- irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 3.1 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lender's reasonable opinion immediate action is necessary to preserve or protect the Collateral. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Loan and Security Agreement (Loudeye Technologies Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Collateral Agent (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lenders’ security interests in the Collateral. Borrower does hereby irrevocably appoint Collateral Agent (which appointment is coupled with an interest) on the occurrence and during the continuation of an Event of Default, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or a Lender’s possession or under Collateral Agent’s or a Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, a Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Argos Therapeutics Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lender's security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on during the occurrence existence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s Lender's discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s 's name on any checks or other forms of payment or security; (f) sign Borrower’s 's name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s 's insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Isilon Systems, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lenders’ security interests in the CollateralCollateral and authorizes each Lender to do the same. Borrower does hereby irrevocably appoint Agent each Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuance thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent each Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agentany Lender’s possession or under Agentany Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agentany Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent any Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Lenders or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Ambit Biosciences Corp)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, sue for compound and give acquittance for any and all rents, issues, profitsxxofits, avails, distributions, ; income, payment draws and other sums in which a security interest is granted under Section 4 5.01 with full fill power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s control; (c) to Lender's control,(d)to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lender's reasonable opinion immediate action is necessary to preserve or protect the Collateral. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Loan and Security Agreement (Netscreen Technologies Inc)
Power of Attorney in Respect of the Collateral. Borrower The Debtor does ---------------------------------------------- hereby irrevocably constitute and appoint Agent (which appointment is coupled with an interest), the Secured Party and all Persons designated by the Secured Party for that purpose its true and lawful attorney in attorney- in-fact of Borrower with full irrevocable power and authority in the place and stead of substitution, for it the Debtor and in the name of the Debtor or in its name own name, if an Event of Default has occurred and is continuing (a) to execute, deliver and file any notices of security interests, financing statements appropriate Uniform Commercial Code Financing Statements and continuations other documents and amendments thereof pursuant to the Code or federal law, instruments as may be necessary or, in the reasonable opinion of the Secured Party, desirable to perfectobtain, or to continue protect and perfect the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent created hereunder, (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (ab) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted are assigned under Section 4 the GRANTING CLAUSE hereof with full power to settle, adjust or compromise any claim thereunder as fully as if Agent it were Borrower the Debtor itself; , (bc) to receive payment of and to endorse the Debtor's name of Borrower to any items of Collateral (including checks, drafts and or other orders for the payment of money) that come into Agent’s the Secured Party's possession or under Agent’s control; the Secured Party's control (cincluding any amounts in the Collateral Account), (d) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) to make all withdrawals from the Collateral Account, (f) to otherwise act with respect thereto as though it were the outright owner of the Collateral, and (g) in Agent’s its discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower the Debtor or otherwise, which Agent the Secured Party may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent the Secured Party in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms Collateral and the security intended to be afforded hereby. The appointment of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party Secured Party as the Code permits; Debtor's attorney-in-fact and (j) to otherwise act the Secured Party's rights and powers are coupled with respect thereto as though Agent were an interest and are irrevocable until the outright owner unpaid principal amount of and accrued interest on the CollateralNote and all other amounts payable under the Lender Documents shall have been paid in full.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lender’s security interests in the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, and so long as such Event of Default has not been waived by Lender in writing, the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or Lender were such Co-Borrower itself; (b) to receive payment of and to endorse the name of such Co-Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or Lender’s possession or under Collateral Agent’s or Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or Lender’s reasonable discretion to file any claim or take any other action or proceedings, either in its own name or in the name of such Co-Borrower or otherwise, which Collateral Agent or Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lender in and to the Collateral; (e) endorse such Co-Borrower’s name on any checks or other forms of payment or security; (f) sign such Co-Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under such Co-Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent or Lender determines reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent or Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Castle Creek Biosciences, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does ---------------------------------------------- hereby irrevocably appoint Agent Lenders (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lenders shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 with full ------------ power to settle, adjust or compromise any claim thereunder as fully as if Agent Lenders were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lenders' possession or under Agent’s Lenders' control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lenders' discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be -------- ------- exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lenders' reasonable opinion immediate action is necessary to preserve or protect the Collateral. Borrower agrees to reimburse Lenders upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lenders may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Loan and Security Agreement (Exodus Communications Inc)
Power of Attorney in Respect of the Collateral. Borrower and Excalibur each does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower or Excalibur, as the case may be, with full power of substitution, for it and in its name (a) to file any notices of security interests, financing statements perform (but Lender shall not be obligated to and continuations and amendments thereof pursuant shall incur no liability to the Code Borrower or federal lawExcalibur, as the case may be necessary to perfectbe, or any third party for failure to continue perform) any act which Borrower or Excalibur, as the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent case may be, is obligated by this Amendment to perform, (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (ab) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 3.1 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower or Excalibur, as the case may be, itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Additional Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Additional Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or Excalibur, as the case may be, or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Additional Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Additional Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lender's reasonable opinion immediate action is necessary to preserve or protect the Additional Collateral. Borrower and Excalibur, jointly and severally, agree to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower' or Excalibur's, as the case may be, attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Loan Assumption and Forbearance Agreement (J Net Enterprises Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform but fails to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 SECTION 5.01 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; PROVIDED, HOWEVER, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lender's reasonable opinion immediate action is necessary to preserve or protect the Collateral. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby ---------------------------------------------- irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 ------------ with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be -------- ------- exercisable only upon the occurrence and during the continuation of an Event of Default. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Loan and Security Agreement (Corsair Communications Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lender's security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on upon the occurrence of an Event of DefaultDefault and during the continuance thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were a Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s Lender's discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s 's name on any checks or other forms of payment or security; (f) sign Borrower’s 's name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s 's insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Equipment Loan and Security Agreement (Anadys Pharmaceuticals Inc)
Power of Attorney in Respect of the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lender’s security interests in the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or Lender were such Co-Borrower itself; (b) to receive payment of and to endorse the name of such Co-Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or Lender’s possession or under Collateral Agent’s or Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of such Co-Borrower or otherwise, which Collateral Agent or Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lender in and to the Collateral; (e) endorse each Co-Borrower’s name on any checks or other forms of payment or security; (f) sign each Co-Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under each Co-Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines or Lender determine reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent or Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Mohawk Group Holdings, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuance thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (eXegenics Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name authorize each Lender to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lenders’ security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lenders (which appointment is coupled with an interest) on the occurrence and during the continuance of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lenders were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agentany Lender’s possession or under Agentany Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agentany Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent such Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent such Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lenders or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Northstar Neuroscience, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform)any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx sue for, compound and give acquittance for any and axx all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with 3.1with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Additional Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Additional Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Additional Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Additional Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lender's reasonable opinion immediate action is necessary to preserve or protect the Additional Collateral. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Loan Assumption and Forbearance Agreement (Jackpot Enterprises Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lender's security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance acquaintance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were a Borrower itself; , (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (d) in Agent’s Lender's discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; , (e) endorse Borrower’s 's name on any checks or other forms of payment or security; (f) sign Borrower’s 's name on any invoice or xxxx of lading for any account or drafts against account debtors; , (g) make, settle, and adjust all claims under Borrower’s 's insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and , or (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Equipment Loan and Security Agreement (Nuvasive Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx forsue xxx, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lender's reasonable opinion immediate action is necessary to preserve or protect the Collateral. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of each Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code Code, the PPSA or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lenders’ security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of each Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or such Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or any Lender’s possession or under Collateral Agent’s or any Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or any Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent or such Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines or Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, any Lender or a third party as the Code or the PPSA permits; and (j) to otherwise act with respect thereto as though Collateral Agent or such Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (D-Wave Quantum Inc.)
Power of Attorney in Respect of the Collateral. Borrower does ---------------------------------------------- hereby irrevocably appoint Agent Lenders (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lenders shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 with full power to settle, adjust or compromise ------------ any claim thereunder as fully as if Agent Lenders were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lenders' possession or under Agent’s Lenders' control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lenders' discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral; provided, however, that the power of attorney -------- ------- herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lenders' reasonable opinion immediate action is necessary to preserve or protect the Collateral. Borrower agrees to reimburse Lenders upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lenders may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does and Guarantor do hereby irrevocably appoint Agent Lenders (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower or Guarantor with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lenders shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower or Guarantor is obligated by this Agreement or the Operative Documents to perform, (b) to ask, demand, collect, receive, receipt for, xxx sue for, compound and give acquittance for any and all rents, issues, profitsxrofits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lenders were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lenders' possession or under Agent’s Lenders' control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lenders' discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lenders' reasonable opinion immediate action is necessary to maintain adequate insurance on the Collateral. Borrower agrees to reimburse Lenders upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lenders may reasonably incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Acusphere Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby ---------------------------------------------- irrevocably appoint Agent Lenders (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lenders shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 ------------ with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lenders were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lenders' possession or under Agent’s Lenders' control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lenders' discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be -------- ------- exercisable only upon the occurrence and during the continuation of an Event of Default unless in Lenders' reasonable opinion immediate action is necessary to preserve or protect the Collateral. Borrower agrees to reimburse Lenders upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lenders may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in attorney-in-fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to perform (but Lender shall not be obligated to and shall incur no liability to Borrower or any third party for failure to perform) any act which Borrower is obligated by this Agreement to perform, (b) to ask, demand, collect, receive, receipt for, xxx forsue xxx, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5.01 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; , (bc) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (cd) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (de) in Agent’s discretion Lender's discretion, to file any claim or take any other action or institute proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; , and (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral; provided, however, that the power of attorney herein granted shall be exercisable only upon the occurrence and during the continuation of an Event of Default. Borrower agrees to reimburse Lender upon demand for all reasonable costs and expenses, including attorneys' fees and expenses, which Lender may incur while acting as Borrower's attorney in fact hereunder, all of which costs and expenses are included within the Obligations.
Appears in 1 contract
Samples: Loan and Security Agreement (Shaman Pharmaceuticals Inc)
Power of Attorney in Respect of the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of each Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lenders’ security interests in the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of each Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or such Lender were such Co-Borrower itself; (b) to receive payment of and to endorse the name of such Co-Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or any Lender’s possession or under Collateral Agent’s or any Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or any Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of such Co-Borrower or otherwise, which Collateral Agent or such Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lenders in and to the Collateral; (e) endorse such Co-Borrower’s name on any checks or other forms of payment or security; (f) sign such Co-Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under such Co-Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines or Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, any Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent or such Lender were the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Horizon and its successors and assigns, as agent for Lenders (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower the Co-Borrowers with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lenders’ security interests in the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Horizon and its successors and assigns, as agent for Lenders (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower the Co-Borrowers with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Horizon were such Co-Borrower itself; (b) to receive payment of and to endorse the name of each Co-Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lenders’ possession or under Agent’s Lenders’ control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s Lenders’ discretion to file any claim or take any other action or proceedings, either in its own name or in the name of each Co-Borrower or otherwise, which Agent Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse each Co-Borrower’s name on any checks or other forms of payment or security; (f) sign each Co-Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under each Co-Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Lenders or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Satcon Technology Corp)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Uniform Commercial Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lender's security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence and during the continuance of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were a Borrower itself; , (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lender's possession or under Agent’s Lender's control; , (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (d) in Agent’s Lender's discretion to file any claim or take any other action or proceedings, either in its their own name names or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender, in and to the Collateral; , or (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent were Lender, was the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent each of the Lenders (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lenders’ security interests in the Collateral. Borrower does hereby irrevocably appoint Agent each of the Lenders (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lenders were Borrower itselfthemselves; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lenders’ possession or under Agent’s Lenders’ control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s Lenders’ discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Lenders or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral.
Appears in 1 contract
Samples: Loan and Security Agreement (MAP Pharmaceuticals, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence and during the continuance of an Event of Default, and subject to the terms of the subordination agreement with Bridge Bank, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuance thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Uniform Commercial Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence and during the continuance of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent such Lender were a Borrower itself; , (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agentsuch Lender’s possession or under Agentsuch Lender’s control; , (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (d) in Agentsuch Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the Lender’s right, title and interest of Agent in and to the Collateral; , or (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender, were the outright owner of the Collateral.
Appears in 1 contract
Samples: Equipment Loan and Security Agreement (Renovis Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault that has not been waived by Lenders, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or Lender’s possession or under Collateral Agent’s or Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent or Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent or Lender determines reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent or Lender were the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence and during the continuance of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent on behalf of Lenders (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent on behalf of Lenders (which appointment is coupled with an interest) on the occurrence and during the continuance of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent were a Borrower itself; , (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s possession or under Agent’s control; , (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; , (d) in Agent’s discretion to file any claim or take any other action or proceedings, either in its their own name names or in the name of Borrower or otherwise, which Agent or Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Agent, on behalf of Lenders, in and to the Collateral; , or (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines reasonable; (i) transfer the Collateral into the name of Agent or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Agent, on behalf of Lenders, were the outright owner of the Collateral.
Appears in 1 contract
Samples: Term Loan and Security Agreement (Intarcia Therapeutics, Inc)
Power of Attorney in Respect of the Collateral. Subject to the rights of Square 1 Bank, if any, under the Subordination Agreement, each Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower Borrowers with full power of substitution, for it them and in its their name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does Borrowers do hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower Borrowers with full power of substitution, for it them and in its their name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itselfBorrowers themselves; (b) to receive payment of and to endorse the name of Borrower Borrowers to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower Borrowers or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name Borrowers’ names on any checks or other forms of payment or security; (f) sign Borrower’s Borrowers’ name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s Borrowers’ insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Everyday Health, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault that remains continuing, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Interleukin Genetics Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuation thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 5 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (jG) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Subordinated Note and Security Agreement (Opko Health, Inc.)
Power of Attorney in Respect of the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lenders (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lenders’ security interests in the Collateral. Each Co-Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lenders (which appointment is coupled with an interest) on the occurrence and continuation of an Event of Default, the true and lawful attorney in fact of Borrower such Co-Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent were such Co-Borrower itself; (b) to receive payment of and to endorse the name of such Co-Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or a Lender’s possession or under Collateral Agent’s or a Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of such Co-Borrower or otherwise, which Collateral Agent may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lenders in and to the Collateral; (e) endorse such Co-Borrower’s name on any checks or other forms of payment or security; (f) sign such Co-Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under such Co-Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent or any Lender determines reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, a Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Collateral Agent were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (vTv Therapeutics Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of AgentLender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Lender (which appointment is coupled with an interest) on the occurrence of an Event of DefaultDefault and during the continuation thereof, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 6 with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into AgentLender’s possession or under AgentLender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in AgentLender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent Lender determines reasonable; (i) transfer the Collateral into the name of Agent Lender or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Note and Security Agreement (Cellular Technical Services Co Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent each of the Lenders (which appointment is coupled with an interest), the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, or to continue the perfection of Agent’s Lenders’ security interests in the Collateral. Borrower does hereby irrevocably appoint Agent each of the Lenders (which appointment is coupled with an interest) on the occurrence of an Event of Default, the true and lawful attorney in fact of Borrower with full power of substitution, for it and in its name: (a) to ask, demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 4, with full power to settle, adjust or compromise any claim thereunder as fully as if Agent Lenders were Borrower itselfthemselves; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Agent’s Lenders’ possession or under Agent’s Lenders’ control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Agent’s Lenders’ discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Agent Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Lenders in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Agent determines Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Lenders or a third party as the Code permits; and (j) to otherwise act with respect thereto as though Agent Lenders were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (MAP Pharmaceuticals, Inc.)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lenders (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s security interests interest in the CollateralCollateral for the benefit of the Lenders. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lenders (which appointment is coupled with an interest) on the occurrence and continuation of an Event of Default, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s possession or under Collateral Agent’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or the Required Lenders discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent or the Required Lenders may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Agent Collateral Agent, on behalf of the Lenders, in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent determines or the Required Lenders determine reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, Lenders or a third party as the Code permits; and (j) to the extent permitted by applicable law, to otherwise act with respect thereto as though Collateral Agent were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Titan Pharmaceuticals Inc)
Power of Attorney in Respect of the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest), ) the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name to file any notices of security interests, financing statements and continuations and amendments thereof pursuant to the Code or federal law, as may be necessary to perfect, perfect or to continue the perfection of Collateral Agent’s and Lender’s security interests in the Collateral. Borrower does hereby irrevocably appoint Agent Collateral Agent, on behalf of Lender (which appointment is coupled with an interest) on the occurrence and continuation of an Event of Default, the true and lawful attorney in fact of Borrower Borrower, with full power of substitution, for it substitution and in its name: (a) to ask, demand, collect, receive, receipt for, xxx sxx for, compound and give acquittance for any and all rents, issues, profits, avails, distributions, income, payment draws and other sums in which a security interest is granted under Section 4 with full power to settle, adjust or compromise any claim thereunder as fully as if Collateral Agent or Lender were Borrower itself; (b) to receive payment of and to endorse the name of Borrower to any items of Collateral (including checks, drafts and other orders for the payment of money) that come into Collateral Agent’s or Lender’s possession or under Collateral Agent’s or Lender’s control; (c) to make all demands, consents and waivers, or take any other action with respect to, the Collateral; (d) in Collateral Agent’s or Lender’s discretion to file any claim or take any other action or proceedings, either in its own name or in the name of Borrower or otherwise, which Collateral Agent or Lender may reasonably deem necessary or appropriate to protect and preserve the right, title and interest of Collateral Agent and Lender in and to the Collateral; (e) endorse Borrower’s name on any checks or other forms of payment or security; (f) sign Borrower’s name on any invoice or xxxx bxxx of lading for any account or drafts against account debtors; (g) make, settle, and adjust all claims under Borrower’s insurance policies; (h) settle and adjust disputes and claims about the accounts directly with account debtors, for amounts and on terms Collateral Agent or Lender determines reasonable; (i) transfer the Collateral into the name of Agent Collateral Agent, Lender or a third party as the Code permits; and (j) to the extent permitted by applicable law, to otherwise act with respect thereto as though Collateral Agent or Lender were the outright owner of the Collateral.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Titan Pharmaceuticals Inc)
