Common use of Power of Attorney Clause in Contracts

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 32 contracts

Samples: Loan and Security Agreement (On24 Inc.), Loan and Security Agreement (On24 Inc), Loan and Security Agreement (Cempra, Inc.)

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Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 30 contracts

Samples: Loan and Security Agreement (Precision Biosciences Inc), Loan and Security Agreement (Precision Biosciences Inc), Loan and Security Agreement (Adicet Bio, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower Grantor hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as BorrowerGrantor’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse BorrowerGrantor’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign BorrowerGrantor’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to BorrowerGrantor’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; (g) file Grantor’s tax returns and related documents with the appropriate governmental authority; (h) enter into a short-form intellectual property security agreement consistent with the terms of this Agreement for recording purposes only or modify, in its sole discretion, any intellectual property security agreement entered into between Grantor and Bank without first obtaining Grantor’s approval of or signature to such modification by amending the exhibits or schedules thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents, Trademarks or other intellectual property collateral acquired by Grantor after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents, Trademarks or other Intellectual Property Collateral in which Grantor no longer has or claims to have any right, title or interest; and (gi) file, in its sole discretion, one or more financing statements, financing change statements or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower Grantor where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower Grantor on any of the documents described in clause clauses (gh) and (i) above, regardless of whether an Event of Default has occurred. The appointment of Bank as BorrowerGrantor’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Secured Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 14 contracts

Samples: Security Agreement (Upland Software, Inc.), Security Agreement (Upland Software, Inc.), Security Agreement (Upland Software, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; (g) enter into a short-form intellectual property security agreement consistent with the terms of this Agreement for recording purposes only or modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower’s approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest; and (gh) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause clauses (g) and (h) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 10 contracts

Samples: Loan and Security Agreement (Thayer Ventures Acquisition Corp), Loan and Security Agreement, Loan and Security Agreement (NephroGenex, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 8 contracts

Samples: Loan and Security Agreement (Vocera Communications, Inc.), Loan and Security Agreement (Vocera Communications, Inc.), Loan and Security Agreement (Somaxon Pharmaceuticals, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnity obligations) have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 7 contracts

Samples: Loan and Security Agreement (Omega Therapeutics, Inc.), Loan and Security Agreement (Evelo Biosciences, Inc.), Loan and Security Agreement (Evelo Biosciences, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnity obligations) have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 5 contracts

Samples: Loan and Security Agreement (Nutanix, Inc.), Loan and Security Agreement (Nutanix, Inc.), Loan and Security Agreement (K2 Therapeutics, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, each Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as such Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse such Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign such Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to such Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as each Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 5 contracts

Samples: Loan and Security Agreement (Winc, Inc.), Loan and Security Agreement (Winc, Inc.), Loan and Security Agreement (Uni-Pixel)

Power of Attorney. Effective only Borrower hereby irrevocably appoints Bank as its lawful attorney-in-fact, exercisable upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks checks, payment instruments, or other forms of payment or security that may come into Bank’s possessionsecurity; (cb) sign Borrower’s name on any invoice or xxxx of lading relating for any Account or drafts against Account Debtors; (c) demand, collect, xxx, and give releases to any AccountAccount Debtor for monies due, drafts against account debtors, schedules settle and assignments of Accounts, verifications of Accountsadjust disputes and claims about the Accounts directly with Account Debtors, and notices to account debtorscompromise, prosecute, or defend any action, claim, case, or proceeding about any Collateral (including filing a claim or voting a claim in any bankruptcy case in Bank’s or Borrower’s name, as Bank chooses); (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insuranceinsurance policies; (e) pay, contest or settle any Lien, charge, encumbrance, security interest, or other claim in or to the Collateral, or any judgment based thereon, or otherwise take any action to terminate or discharge the same; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of transfer the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign into the name of Bank or a third party as the Code permits. Borrower hereby appoints Bank as its lawful attorney-in-fact to sign Borrower’s name on any documents necessary to perfect or continue the perfection of Bank’s security interest in the documents described in clause (g) above, Collateral regardless of whether an Event of Default has occurredoccurred until all Obligations have been satisfied in full and the Loan Documents have been terminated. The Bank’s foregoing appointment of Bank as Borrower’s attorney in fact, and each and every one all of Bank’s rights and powers, being coupled with an interest, is are irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is the Loan Documents have been terminated.

Appears in 4 contracts

Samples: Mezzanine Loan and Security Agreement (Health Catalyst, Inc.), Mezzanine Loan and Security Agreement (Health Catalyst, Inc.), Mezzanine Loan and Security Agreement (Health Catalyst, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank Agent (and any of BankAgent’s designated officers, officers or employees) (for the benefit of the Lenders) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of BankAgent’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into BankAgent’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank Agent determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank that Agent may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank Agent as Borrower’s attorney in fact, and each and every one of BankAgent’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed performed, and Bankeach Lender’s obligation to provide advances hereunder is terminated.

Appears in 4 contracts

Samples: Loan and Security Agreement (Kala Pharmaceuticals, Inc.), Loan and Security Agreement (Kala Pharmaceuticals, Inc.), Loan and Security Agreement (Kala Pharmaceuticals, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby TLC irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as BorrowerTLC’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse BorrowerTLC’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower TLC where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower TLC on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as BorrowerTLC’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 3 contracts

Samples: Loan and Security Agreement (Taiwan Liposome Company, Ltd.), Loan and Security Agreement (Taiwan Liposome Company, Ltd.), Loan and Security Agreement (Taiwan Liposome Company, Ltd.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; reasonable and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 3 contracts

Samples: Loan and Security Agreement, Loan and Security Agreement (Rubius Therapeutics, Inc.), Loan and Security Agreement (Rubius Therapeutics, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral; and (h) to transfer the Intellectual Property Collateral without into the signature name of Borrower where Bank or a third party to the extent permitted by lawunder the California Uniform Commercial Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred, including without limitation to modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower’s approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 3 contracts

Samples: Loan and Security Agreement (Cardiodynamics International Corp), Loan and Security Agreement (Motive Inc), Loan and Security Agreement (Cardiodynamics International Corp)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower's approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest; (h) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; and (i) to transfer the Intellectual Property Collateral into the name of Bank or a third party to the extent permitted under the California Uniform Commercial Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.Section

Appears in 3 contracts

Samples: Loan and Security Agreement (Us Search Corp Com), Loan and Security Agreement (Photoworks Inc /Wa), Loan and Security Agreement (Videonics Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnity obligations and obligations that expressly survive termination) have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 3 contracts

Samples: Loan and Security Agreement (Berkeley Lights, Inc.), Loan and Security Agreement (Berkeley Lights, Inc.), Loan and Security Agreement (Berkeley Lights, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower each Loan Party hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrowersuch Loan Party’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrowersuch Loan Party’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrowersuch Loan Party’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower such Loan Party where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower such Loan Party on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrowereach Loan Party’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Advances hereunder is terminated.

Appears in 3 contracts

Samples: Loan and Security Agreement (AvePoint, Inc.), Loan and Security Agreement (Apex Technology Acquisition Corp), Loan and Security Agreement (Apex Technology Acquisition Corp)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, the Borrower hereby irrevocably appoints Bank Silicon (and any of Bank’s Silicon's designated officers, or employees) as the Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts accounts or notify account debtors of Bank’s Silicon's security interest in the Accountsaccounts; (b) endorse the Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s Silicon's possession; (c) sign the Borrower’s 's name on any invoice or xxxx of lading relating to any Accountaccount, drafts against account debtors, schedules and assignments of Accountsaccounts, verifications of Accountsaccounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to the Borrower’s 's policies of insurance; and (fe) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank Silicon determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank Silicon may exercise such power of attorney to sign the name of the Borrower on any of the documents described Uniform Commercial Code filings in clause (g) above, accordance with Section 4.9 regardless of whether an Event of Default has occurred. The appointment of Bank Silicon as the Borrower’s 's attorney in fact, and each and every one of Bank’s Silicon's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s Silicon's obligation to provide advances hereunder is terminated.

Appears in 3 contracts

Samples: Loan and Security Agreement (Watchguard Technologies Inc), Loan and Security Agreement (Watchguard Technologies Inc), Loan and Security Agreement (Watchguard Technologies Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, each Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as such Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral; and (h) to transfer the Intellectual Property Collateral without into the signature name of Borrower where Bank or a third party to the extent permitted by lawunder the California Uniform Commercial Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred, including without limitation to modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower’s approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest. The appointment of Bank as each Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 3 contracts

Samples: Loan and Security Agreement (Safeguard Scientifics Inc), Loan and Security Agreement (Safeguard Scientifics Inc), Loan and Security Agreement (Safeguard Scientifics Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 3 contracts

Samples: Loan Agreement (Acorn Energy, Inc.), Loan and Security Agreement (Enumeral Biomedical Holdings, Inc.), Loan Agreement (Enumeral Biomedical Holdings, Inc.)

Power of Attorney. Effective only upon the occurrence and during the ---------------- continuance of an Event of Default, Default Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, officers or employees) as Borrower’s 's true and lawful attorney attorney, with power to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign the name of Borrower on any of the documents described in Section 4.2 (regardless of whether an Event of Default has occurred); (d) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in 's attorney-in-fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances Advances hereunder is terminated.

Appears in 3 contracts

Samples: Export Import Bank Loan and Security Agreement, Loan and Security Agreement (Seachange International Inc), Loan and Security Agreement (Seachange International Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral; and (h) to transfer the Intellectual Property Collateral without into the signature name of Borrower where Bank or a third party to the extent permitted by lawunder the California Uniform Commercial Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred, including without limitation to modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower's approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 3 contracts

Samples: Loan and Security Agreement (Netgear Inc), Loan and Security Agreement (Tippingpoint Technologies Inc), Loan and Security Agreement (Tci Solutions Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors Account Debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of bill xx lading relating to any Account, drafts against account debtorsAccount Debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtorsAccount Debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (fe) settle and adjust disputes and claims respecting the accounts Accounts directly with account debtorsAccount Debtors, for amounts and upon terms which Bank determines to be reasonable; and (gf) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; and (g) to transfer any intellectual property Collateral into the name of Bank or a third party to the extent permitted under the California Uniform Commercial Code, provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have Indebtedness has been fully repaid and performed and Bank’s 's obligation to provide advances Advances hereunder is terminated.

Appears in 2 contracts

Samples: Revolving Credit and Security Agreement (Avanex Corp), Revolving Credit and Security Agreement (Avanex Corp)

Power of Attorney. Effective only upon the occurrence and during the continuance existence of an Event of Default, Borrower hereby irrevocably appoints Bank Lender (and any of BankLender’s designated officers, officers or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of BankLender’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into BankLender’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, Accounts and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, settle and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank Lender determines to be reasonable; and (g) to amend or otherwise modify, in its sole discretion, the IP Security Agreement, without first obtaining Borrower’s approval of or signature to such amendment or modification; (h) to transfer the Intellectual Property into the name of Lender or a third party to the extent permitted under the Code; and (i) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank that Lender may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred. The appointment of Bank Lender as Borrower’s attorney in attorney-in-fact, and each and every one of BankLender’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid satisfied and performed and Bank’s obligation to provide advances hereunder is terminatedperformed.

Appears in 2 contracts

Samples: Loan and Security Agreement (Borland Software Corp), Loan and Security Agreement (Starbase Corp)

Power of Attorney. Effective only upon Upon the occurrence and during the continuance continuation of an Event of Default, Borrower hereby irrevocably makes, constitutes, and appoints Bank Lender (and any of BankLender’s designated officers, employees, or employeesagents designated by Lender) as Borrower’s true and lawful attorney to: attorney, with power to (a) send requests for verification if Borrower refuses to, or fails timely to execute and deliver any of Accounts or notify account debtors the documents described in Section 7.4, sign the name of Bank’s security interest Borrower on any of the documents described in the Accounts; Section 7.4, (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) ), sign Borrower’s name on any invoice or xxxx of lading relating to any AccountBorrower Collateral, drafts against account debtorsAccount Debtors, schedules and assignments or notices to Account Debtors, (c) send requests (or make telephone inquiry) for verification of Borrower’s Accounts, verifications of Accounts, and notices to account debtors; (d) dispose endorse Borrower’s name on any of any Collateral; its payment items (including all of its Collections) that may come into Lender’s possession, (e) make, settle, and adjust all claims under Borrower’s policies of insurance and make all determinations and decisions with respect to Borrower’s such policies of insurance; , and (f) settle and adjust disputes and claims respecting the accounts Borrower’s Accounts, chattel paper, or General Intangibles directly with account debtorsAccount Debtors, for amounts and upon terms which Bank that Lender determines to be reasonable; and (g) file, in its sole Lender’s discretion, one or more financing or continuation statements and amendments thereto, relative Lender may cause to be executed and delivered any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney documents and releases that Lender determines to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredbe necessary. The appointment of Bank Lender as Borrower’s attorney in factupon the occurrence and during the continuation of an Event of Default, and each and every one of Bank’s its rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully and finally repaid and performed and BankLender’s obligation obligations to provide advances extend credit hereunder is are terminated.

Appears in 2 contracts

Samples: Term Loan and Security Agreement, Term Loan and Security Agreement (Lexicon Pharmaceuticals, Inc.)

Power of Attorney. Effective only Borrower hereby irrevocably appoints Bank as its lawful attorney-in-fact, exercisable upon the occurrence and during the continuance continuation of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks checks, payment instruments, or other forms of payment or security that may come into Bank’s possessionsecurity; (cb) sign Borrower’s name on any invoice or xxxx of lading relating for any Account or drafts against Account Debtors; (c) demand, collect, xxx, and give releases to any AccountAccount Debtor for monies due, drafts against account debtors, schedules settle and assignments of Accounts, verifications of Accountsadjust disputes and claims about the Accounts directly with Account Debtors, and notices to account debtorscompromise, prosecute, or defend any action, claim, case, or proceeding about any Collateral (including filing a claim or voting a claim in any bankruptcy case in Bank’s or Borrower’s name, as Bank chooses); (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insuranceinsurance policies; (e) pay, contest or settle any Lien, charge, encumbrance, security interest, or other claim in or to the Collateral, or any judgment based thereon, or otherwise take any action to terminate or discharge the same; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of transfer the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign into the name of Bank or a third party as the Code permits. Borrower hereby appoints Bank as its lawful attorney-in-fact to sign Borrower’s name on any documents necessary to perfect or continue the perfection of Bank’s security interest in the documents described in clause (g) above, Collateral regardless of whether an Event of Default has occurredoccurred until all Obligations have been satisfied in full and the Loan Documents have been terminated. The Bank’s foregoing appointment of Bank as Borrower’s attorney in fact, and each and every one all of Bank’s rights and powers, being coupled with an interest, is are irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is the Loan Documents have been terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Treace Medical Concepts, Inc.), Loan and Security Agreement (Treace Medical Concepts, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of bill xx lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower's approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest; (h) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; and (i) to transfer the Intellectual Property Collateral into the name of Bank or a third party to the extent permitted under the California Uniform Commercial Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.Section

Appears in 2 contracts

Samples: Loan and Security Agreement (Ilx Lightwave Corp), Loan and Security Agreement (Ilx Lightwave Corp)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, each Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as such Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse such Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign such Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to such Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as each Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until (x) such Event of Default is waived by Bank or (y) all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (ThredUp Inc.), Loan and Security Agreement (ThredUp Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower each Loan Party hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s such Loan Party's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors Account Debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s such Loan Party's name on any checks or other forms of payment or security that may come into Bank’s 's possession, cash or deposit such checks or other items of payment or security, and apply to the Obligations all proceeds of such checks or other items; (c) sign Borrower’s such Loan Party's name on any invoice or xxxx bill of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s such Loan Party's policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower such Loan Party where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower such Loan Party on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s each Loan Party's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed Paid in Full and Bank’s 's obligation to provide advances Credit Extensions hereunder is terminatedterminated (it being understood that any such Obligations will continue to be effective or automatically reinstated, as the case may be, if at any time payment, in whole or in part, of any of the Obligations is rescinded or must otherwise be restored or returned by Bank for any reason, including as a preference, fraudulent conveyance or otherwise under any bankruptcy, insolvency or similar law, as though such payment had not been made, it being further understood that in the event payment of all or any part of the Obligations is rescinded or must be restored or returned, all reasonably out-of-pocket costs and expenses (including, without limitation, reasonable attorneys' fees and disbursements) incurred by Bank in defending and enforcing such reinstatement shall be deemed to be included as part of the Obligations)).

Appears in 2 contracts

Samples: Loan and Security Agreement (IsoPlexis Corp), Loan and Security Agreement (PhenomeX Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Santarus Inc), Loan and Security Agreement (Artes Medical Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower’s approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest; (h) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; and (i) to transfer the Intellectual Property Collateral into the name of Bank or a third party to the extent permitted under the California Uniform Commercial Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause clauses (g), (h) above, and (i) above regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Multimedia Games Inc), Loan and Security Agreement (Multimedia Games Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed (other than contingent indemnification Obligations to the extent no claim giving rise thereto has been asserted) and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 2 contracts

Samples: Loan Agreement (Evolving Systems Inc), Loan and Security Agreement (Evolving Systems Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; and (h) to transfer the Intellectual Property Collateral into the name of Bank or a third party to the extent permitted under the Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Safeguard Scientifics Inc), Loan and Security Agreement (Safeguard Scientifics Inc)

Power of Attorney. Effective only Grantor irrevocably appoints Bank (and any of Bank's designated officers or employees) as Grantor's true and lawful attorney to, upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s Grantor's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s Grantor's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s Grantor's policies of insurance; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower Grantor on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s Grantor's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than contingent obligations in respect of indemnities) have been fully repaid and performed and Bank’s 's obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Third Party Security Agreement (Sonic Solutions/Ca/), Loan and Security Agreement (Ultra Clean Holdings Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan, Guaranty and Security Agreement (Cinedigm Corp.), Loan, Guaranty and Security Agreement (Cinedigm Corp.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (ato:(a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possessionnotify all account debtors with respect to the Accounts to pay Bank directly; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (e) demand, collect, receive, xxx, and give releases to any account debtor for the monies due or which may become due upon or with respect to the Accounts and to compromise, prosecute, or defend any action, claim, case or proceeding relating to the Accounts; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) sell, assign, transfer, pledge, compromise, discharge or otherwise dispose of any Collateral; (h) receive and open all mail addressed to Borrower for the purpose of collecting the Accounts; (i) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (j) execute on behalf of Borrower any and all instruments, documents, financing statements and the like to perfect Bank's interests in the Accounts and Collections and file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature Collateral; and (k) do all acts and things necessary or expedient, in furtherance of Borrower where permitted by lawany such purposes; provided however Bank may exercise such power of attorney with respect to sign the name of Borrower on any of the documents actions described in clause (gj) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Quicklogic Corporation), Loan and Security Agreement (Bridgeline Digital, Inc.)

Power of Attorney. Effective only Borrower hereby irrevocably appoints Bank as its lawful attorney-in-fact, exercisable upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) to endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possessionsecurity; (c) sign Borrower’s name on any invoice or xxxx of lading relating to for any Account, Account or drafts against account debtorsAccount Debtors; settle and adjust disputes and claims about the Accounts directly with Account Debtors, schedules for amounts and assignments of Accounts, verifications of Accounts, and notices to account debtorson terms Bank determines reasonable; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insuranceinsurance policies; (f) pay, contest or settle any Lien, charge, encumbrance, security interest, and adjust disputes and claims respecting adverse claim in or to the accounts directly with account debtorsCollateral, for amounts and upon terms which Bank determines or any judgment based thereon, or otherwise take any action to be reasonableterminate or discharge the same; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of transfer the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign into the name of Bank or a third party as the Code permits. Borrower hereby appoints Bank as its lawful attorney-in-fact to sign Borrower’s name on any documents necessary to perfect or continue the perfection of Bank’s security interest in the documents described in clause (g) above, Collateral regardless of whether an Event of Default has occurredoccurred until all Obligations have been satisfied in full and Bank is under no further obligation to make Credit Extensions hereunder. The Bank’s foregoing appointment of Bank as Borrower’s attorney in fact, and each and every one all of Bank’s rights and powers, being coupled with an interest, is are irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminatedCredit Extensions terminates.

Appears in 2 contracts

Samples: Loan and Security Agreement (Twilio Inc), Loan and Security Agreement (Twilio Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, above regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement, Loan and Security Agreement (Masergy Communications Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, agents or employees) as Borrower’s true and lawful attorney attorney, with full power of substitution, to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest and Liens in the Accounts, Inventory and other Collateral; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) transfer all or any part of the Collateral into the name of Bank or a third party to the extent permitted under the Code; (h) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; (i) execute and do all such assurances, acts and things which Borrower is required, but fails to do under the covenants and provisions of the Loan Documents; (j) to take any and all such actions as Bank may reasonably determine to be necessary or advisable for the purpose of maintaining, preserving or protecting the Collateral or any of the rights, remedies, powers or privileges of Bank under this Agreement or the other Loan Documents; and (k) sign Borrower’s name on any documents or Security Instruments necessary to perfect or continue the perfection of, or maintain the priority of, Bank’s security interest in the Collateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents documents, and take any of the actions, described in clause clauses (gh) through (k) above, regardless of whether an Event of Default has occurredoccurred or is continuing. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnity obligations as to which no claim has been asserted or is known to exist) have been fully repaid and performed and all of Bank’s obligation obligations to provide advances hereunder is Credit Extensions or other financial accommodations to Borrower under this Agreement or any of the other Loan Documents shall have terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Seres Health, Inc.), Loan and Security Agreement (Seres Health, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any each of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) transfer all or any part of the Collateral into the name of Bank or a third party to the extent permitted under the Code; (h) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; (i) after consultation with Borrower, execute and do all such assurances, acts and things which Borrower is required, but fails to do under the covenants and provisions of the Loan Documents; (j) take any and all such actions as Bank may reasonably determine to be necessary or advisable for the purpose of maintaining, preserving or protecting the Collateral or any of the rights, remedies, powers or privileges of Bank under this Agreement or the other Loan Documents; and (k) to sign Borrower’s name on any documents or Security Instruments necessary to perfect or continue the perfection of, or maintain the priority of, Bank’s security interest in the Collateral; provided Bank may exercise such power of attorney to sign the name of Borrower on take any of the documents actions described in clause clauses (gh) through (k) above, regardless of whether an Event of Default has occurredoccurred or is continuing. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and all of Bank’s obligation obligations to provide advances hereunder is Credit Extensions or other financial accommodations to Borrower under this Agreement or any of the other Loan Documents shall have terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement, Loan and Security Agreement (Carbonite Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of bill xx lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower's approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest; (h) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; and (i) to transfer the Intellectual Property Collateral into the name of Bank or a third party to the extent permitted under the California Uniform Commercial Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurredoccurred if Borrower has not done so within 10 days of Bank's request. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Novatel Wireless Inc), Loan and Security Agreement (Novatel Wireless Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower's approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest; (h) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; and (i) to transfer the Intellectual Property Collateral into the name of Bank or a third party to the extent permitted under the California Uniform Commercial Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause clauses (g), (h) above, and (i) above regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Citadel Security Software Inc), Loan and Security Agreement (Pfsweb Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnification or reimbursement obligations) have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Unum Therapeutics, Inc.), Loan and Security Agreement (Unum Therapeutics, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (ato:(a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possessionnotify all account debtors with respect to the Accounts to pay Bank directly; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (e) demand, collect, receive, sxx, and give releases to any account debtor for the monies due or which may become due upon or with respect to the Accounts and to compromise, prosecute, or defend any action, claim, case or proceeding relating to the Accounts; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) sell, assign, transfer, pledge, compromise, discharge or otherwise dispose of any Collateral; (h) receive and open all mail addressed to Borrower for the purpose of collecting the Accounts; (i) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (j) execute on behalf of Borrower any and all instruments, documents, financing statements and the like to perfect Bank’s interests in the Accounts and file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature Collateral; and (k) do all acts and things necessary or expedient, in furtherance of Borrower where permitted by lawany such purposes; provided however Bank may exercise such power of attorney with respect to sign the name of Borrower on any of the documents actions described in clause (gj) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (MR2 Group, Inc.), Loan Agreement (MR2 Group, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnity obligations) have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Xilio Therapeutics, Inc.), Loan and Security Agreement (Xilio Therapeutics, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower Each Loan Party hereby irrevocably appoints Bank Agent (and any of BankAgent’s designated officers, or employees) as Borrower’s its true and lawful attorney to: (a) in consultation with Borrower, send requests for verification of Accounts or notify account debtors of BankAgent’s security interest in the Accounts; (b) endorse Borrower’s such Loan Party’s, as applicable, name on any checks or other forms of payment or security that may come into BankAgent’s possession; ; (ca) sign Borrowersuch Loan Party’s name name, as applicable, on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrowerany Loan Party’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank Agent determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawany Loan Party; provided Bank Agent may exercise such power of attorney to sign the name of Borrower any Loan Party, as applicable, on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank Agent as Borrowereach Loan Party’s attorney in fact, and each and every one of BankAgent’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnification or reimbursement obligations or other obligations which, by their terms, survive termination of this Agreement) have been fully repaid and performed and BankAgent’s and each Lender’s obligation to provide advances Advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Cue Health Inc.), Loan and Security Agreement (Cue Health Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that that 17. may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Cirius Therapeutics, Inc.), Loan and Security Agreement (Cirius Therapeutics, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, officers or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, Accounts and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, settle and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided that Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnity obligations) have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (Liquidia Technologies Inc), Loan and Security Agreement (Liquidia Technologies Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnification or reimbursement obligations) have been fully repaid and performed and Bank’s 's obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement (908 Devices Inc.), Loan and Security Agreement (908 Devices Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower Borrowers hereby irrevocably appoints appoint Bank (and any of Bank’s designated officers, or employees) as each Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse each Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign each Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to a Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of a Borrower on any of the documents described in clause clauses (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as each Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 2 contracts

Samples: Loan and Security Agreement, Loan and Security Agreement (Obalon Therapeutics Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.” 18. Exhibits B, D, E and F to the Agreement are deleted and replaced with Exhibits B, D, E and F attached hereto. 19. No course of dealing on the part of Bank or its officers, nor any failure or delay in the exercise of any right by Bank, shall operate as a waiver thereof, and any single or partial exercise of any such right shall not preclude any later exercise of any such right. Bank’s failure at any time to require strict performance by Borrower of any provision shall not affect any right of Bank thereafter to demand strict compliance and performance. Any suspension or waiver of a right must be in writing signed by an officer of Bank. 20. Unless otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Agreement. The Agreement, as amended hereby, shall be and remains in full force and effect in accordance with its terms and hereby is ratified and confirmed in all respects. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate as a waiver of, or as an amendment of, any right, power, or remedy of Bank under the Agreement, as in effect prior to the date hereof. 21. Borrower waives, discharges, and forever releases Bank, Bank’s employees, officers, directors, attorneys, stockholders, and their successors and assigns, from and of any and all claims, causes of action, allegations or assertions that Borrower has or may have had at any time up through and including the date of this Amendment, against any or all of the foregoing, regardless of whether any such claims, causes of action, allegations or assertions are known to Borrower or whether any such claims, causes of action, allegations or assertions arose as result of Bank’s actions or omissions in connection with the Loan Documents, or any amendments, extensions or modifications thereto, or Bank’s administration of the Obligations or otherwise. BORROWER WAIVES THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, AS IT MAY BE AMENDED FROM TIME TO TIME, WHICH STATES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. 22. Borrower represents and warrants that the Representations and Warranties contained in the Agreement are true and correct as of the date of this Amendment, and that no Event of Default has occurred and is continuing. 23. As a condition to the effectiveness of this Amendment, Bank shall have received, in form and substance satisfactory to Bank, the following: (a) this Amendment, executed by Borrower; (b) the Interest Rate Addendum, executed by Borrower; (c) an Itemization of Amount Financed Disbursement Instructions (Revolving Line A), executed by Borrower; (d) an Itemization of Amount Financed Disbursement Instructions (Term Loan B), executed by Borrower; (e) Corporation Resolutions and Incumbency Certification (Authority to Procure Loans); (f) the $10,500 facility fee required under Section 2.5(a), which upfront fee shall be non-refundable upon payment, and which may be debited from any of Borrower’s accounts at Bank; (g) all Bank Expenses incurred through the date of this Amendment, which may be debited from any of Borrower’s accounts at Bank; and (h) such other documents, and completion of such other matters, as Bank may reasonably deem necessary or appropriate. 24. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument.

Appears in 1 contract

Samples: Loan and Security Agreement (EGAIN Corp)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnification or reimbursement obligations) have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (908 Devices Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insuranceinsurance with respect to the Collateral; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Genaissance Pharmaceuticals Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (except inchoate indemnification obligations) have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (NeuroMetrix, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney attorney, to: (a) do any one or more of the following during the existence of an Event of Default: (i) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (bii) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (ciii) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (div) dispose of any Collateral; (ev) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insuranceinsurance and with respect to warranties; and (fvi) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (gb) at any time and from time to time file, in its Bank’s sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Principal Solar, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (f) settle and adjust disputes and claims respecting the accounts Accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, above regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Orasure Technologies Inc)

Power of Attorney. Effective only Borrower hereby irrevocably appoints Bank as its lawful attorney-in-fact, exercisable upon the occurrence of and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks checks, payment instruments, or other forms of payment or security that may come into Bank’s possessionsecurity; (cb) sign Borrower’s name on any invoice or xxxx of lading relating for any Account or drafts against Account Debtors; (c) demand, collect, xxx, and give releases to any AccountAccount Debtor for monies due, drafts against account debtors, schedules settle and assignments of Accounts, verifications of Accountsadjust disputes and claims about the Accounts directly with Account Debtors, and notices to account debtorscompromise, prosecute, or defend any action, claim, case, or proceeding about any Collateral (including filing a claim or voting a claim in any bankruptcy case in Bank’s or Borrower’s name, as Bank chooses); (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insuranceinsurance policies; (e) pay, contest or settle any Lien, charge, encumbrance, security interest, or other claim in or to the Collateral, or any judgment based thereon, or otherwise take any action to terminate or discharge the same; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of transfer the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign into the name of Bank or a third party as the Code permits. Borrower hereby appoints Bank as its lawful attorney-in-fact to sign Borrower’s name on any documents necessary to perfect or continue the perfection of Bank’s security interest in the documents described in clause (g) above, Collateral regardless of whether an Event of Default has occurredoccurred until all Obligations have been satisfied in full and the Loan Documents have been terminated. The Bank’s foregoing appointment of Bank as Borrower’s attorney in fact, and each and every one all of Bank’s rights and powers, being coupled with an interest, is are irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is the Loan Documents have been terminated.” 2.15 Section 13 (Definitions). The preamble in the definition of Eligible Accounts set forth in Section 13.1 is deleted in its entirety and replaced with the following:

Appears in 1 contract

Samples: Loan and Security Agreement (MaxPoint Interactive, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of DefaultDefault (after giving effect to any applicable grace or cure period), Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of bill xx lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (fe) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (gf) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to furtherance of the exercise of any of the Collateral without the signature of Borrower where permitted by law; Bank's rights and remedies set forth in Section 9.1 hereof, provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Versatility Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, ; drafts against account debtors, schedules and assignments of Accounts, verifications of Accountsverification, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting respecting, the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, to in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 42 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Scientific Learning Corp)

Power of Attorney. Effective only upon Borrower hereby appoints Lender (and any of Lender's officers, employees, or agents designated by Lender) as Borrower's attorney, with power whether before or after the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) to endorse Borrower’s 's name on any checks checks, notes, acceptances, money orders, drafts or other forms of payment or security that may come into Bank’s Lender's possession; (cb) to sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtorsAccount Debtors, on schedules and assignments of Accounts, on verifications of Accounts, and on notices to account debtorsAccount Debtors; (c) to notify the post office authorities to change the address for delivery of Borrower's mail to an address designated by Lender, to receive and open all mail addressed to Borrower and to retain all mail relating to the Collateral and forward all other mail to Borrower; (d) dispose to send requests for verification of any CollateralAccounts; (e) make, settle, to execute UCC Financing Statements; and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative do all things necessary to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredcarry out this Agreement. The appointment of Bank Lender as Borrower’s 's attorney in fact, and each and every one of Bank’s Lender's rights and powers, being coupled with an interest, are irrevocable as long as any Obligations are outstanding. Lender shall not exercise the power granted in clauses 11.2(a) through 11.2(c) unless an Event of Default has occurred and is irrevocable until all of continuing and shall not to exercise the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.power granted in clause 11.2

Appears in 1 contract

Samples: Loan and Security Agreement (U S Diagnostic Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower Each Note Party hereby irrevocably makes, constitutes, and appoints Bank the Trustee (and any of Bank’s designated the Trustee's officers, employees, or employeesagents designated by the Trustee) as Borrower’s such Note Party's true and lawful attorney to: attorney, with power to (a) if such Note Party refuses to execute and deliver, or fails timely to execute and deliver, any of the documents described in Section 11.09, (b) at any time that an Event of Default has occurred and is continuing, sign such Note Party's name on any invoice or bill of lading relating to the Collateral, drafts against Account Debtors of such Note Party, or notices to such Account Debtors, (c) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the such Note Party's Accounts; , (bd) endorse Borrower’s such Note Party's name on any checks or other forms of payment or security Collection item that may come into Bank’s the Trustee' possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) at any time that an Event of Default has occurred and is continuing, make, settle, and adjust all claims under such Note Party's policies of insurance and make all determinations and decisions with respect to Borrower’s such policies of insurance; , and (f) at any time that an Event of Default has occurred and is continuing, settle and adjust disputes and claims respecting such Note Party's Accounts, Chattel Paper, or General Intangibles other than the accounts Excluded Assets directly with account debtorsAccount Debtors of such Note Party, for amounts and upon terms which Bank that the Trustee determines to be reasonable; , and (g) file, in its sole discretion, one or more financing or continuation statements the Trustee may cause to be executed and amendments thereto, relative delivered any documents and releases that the Trustee determines to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredbe necessary. The appointment of Bank the Trustee as Borrower’s attorney in facteach Note Party's attorney, and each and every one of Bank’s its rights and powers, being coupled with an interest, is irrevocable until all of the Obligations under the Note Documents have been fully and finally repaid and performed and Bank’s obligation to provide advances hereunder is terminatedperformed.

Appears in 1 contract

Samples: Indenture (Amerco /Nv/)

Power of Attorney. Effective only upon the occurrence and during the ----------------- continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; and (fe) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (gf) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; law provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (LTX Corp)

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Power of Attorney. Effective only upon the occurrence and ----------------- during the continuance of an Event of Default, each Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as such Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse such Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign such Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to such Borrower’s 's policies of insurance; and (fe) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (gf) fileto modify, in its sole discretion, one any intellectual property security agreement entered into between such Borrower and Bank without first obtaining such Borrower's approval of or more financing or continuation statements signature to such modification by amending Exhibit A, Exhibit B, Exhibit C, and amendments theretoExhibit D, relative thereof, as appropriate, to include reference to any of right, title or interest in any Copyrights, Patents, Trademarks, Mask Works acquired by such Borrower after the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.execution

Appears in 1 contract

Samples: Loan and Security Agreement (SQL Financials International Inc /De)

Power of Attorney. Effective only upon The Debtor hereby appoints the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officersLender, or employees) any other Person whom the Lender may designate as Borrowerthe Debtor’s true and lawful attorney attorney, with power to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (bi) endorse Borrowerthe Debtor’s name on any checks cheques, notes, acceptances, money orders, drafts or other forms of payment or security that may come into Bankthe Lender’s possession; (cii) sign Borrowerthe Debtor’s name on any invoice or xxxx bxxx of lading relating to any AccountAccounts, drafts against account debtorsAccount Debtors, schedules and assignments of Accounts, notices of assignment, financing statements and other public records, verifications of Accounts, Account and notices to account debtorsor from Account Debtors; (diii) dispose of verify the validity, amount or any Collateralother matter relating to any Account by mail, telephone, telegraph or otherwise with Account Debtors; (eiv) makedo all things necessary to carry out this Agreement, settle, any Debtor Agreement and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonablerelated documents; and (gv) file, in its sole discretion, one on or more financing after the occurrence and continuation of a Default or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredDefault, notify the post office authorities to change the address for delivery of the Debtor’s mail to an address designated by the Lender, and to receive, open and dispose of all mail addressed to the Lender. The appointment Debtor hereby ratifies and approves all acts of Bank as Borrower’s the attorney. Neither the Lender, nor the attorney in factwill be liable for any acts or omissions or for any error of judgment or mistake of fact or law, and each and every one of Bank’s rights and powersexcept for gross negligence or willful misconduct. This power, being coupled with an interest, is irrevocable so long as the Lender has a security interest and until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminatedsatisfied.

Appears in 1 contract

Samples: General Security Agreement (Maxim Mortgage Corp/)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower each Loan Party hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrowersuch Loan Party’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrowersuch Loan Party’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrowersuch Loan Party’s name on any invoice or xxxx bill of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to BorrowerXxxxxxxx’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower such Loan Party where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower such Loan Party on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrowereach Loan Party’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (AvePoint, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of bill xx lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; and (fe) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (gf) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; , provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Synchronicity Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possessionnotify all account debtors with respect to the Accounts to pay Bank directly; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (e) demand, collect, receive, sxx, and give releases to any account debtor for the monies due or which may become due upon or with respect to the Accounts and to compromise, prosecute, or defend any action, claim, case or proceeding relating to the Accounts; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) sell, assign, transfer, pledge, compromise, discharge or otherwise dispose of any Collateral; (h) receive and open all mail addressed to Borrower for the purpose of collecting the Accounts; (i) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (j) execute on behalf of Borrower any and all instruments, documents, financing statements and the like to perfect Bank's interests in the Accounts and Collections and file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature Collateral; and (k) do all acts and things necessary or expedient, in furtherance of Borrower where permitted by lawany such purposes; provided however Bank may exercise such power of attorney with respect to sign the name of Borrower on any of the documents actions described in clause (gj) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Lightpath Technologies Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, in accordance with the security interest in the Collateral granted hereunder, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Opentable Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney attorney-in-fact to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Bridgeline Digital, Inc.)

Power of Attorney. Effective only upon Each Credit Party hereby appoints the occurrence Administrative Agent and during the continuance of an Event of DefaultAdministrative Agent's designee as such Credit Party's attorney, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney towith power: (a) send to endorse such Credit Party's name on any checks, notes, acceptances, money orders, instruments or other evidences of Collateral that come into the Administrative Agent's or any Lender's possession; (b) to sign such Credit Party's name on any invoice, xxxx of lading, warehouse receipt or other document of title relating to any Collateral, on drafts against customers, on assignments and requests for verification of Accounts Accounts, on financing statements and other public records and to file any such financing statements by electronic means with or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks without a signature as authorized or other forms of payment required by applicable law or security that may come into Bank’s possessionfiling procedure; (c) sign Borrower’s name on so long as any invoice or xxxx Event of lading relating Default has occurred and is continuing, to any Account, drafts against account debtors, schedules execute proofs of claim and assignments of Accounts, verifications of Accounts, and notices to account debtorsloss; (d) dispose so long as any Event of any Default has occurred and is continuing, to execute endorsements, assignments or other instruments of conveyance or transfer in respect of the Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to so long as any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredoccurred and is continuing, to adjust and compromise any claims under insurance policies or otherwise execute releases; and (f) to do all things necessary or advisable to carry out and enforce this Agreement or the Obligations. The appointment Each Credit Party ratifies and approves all acts of Bank as Borrower’s attorney in fact, and each and every one such attorney. None of Bank’s rights and powersthe Lenders or the Administrative Agent nor their attorneys will be liable for any acts or omissions or for any error of judgment or mistake of fact or law. This power, being coupled with an interest, is irrevocable until all of this Agreement has been terminated and the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminatedsatisfied.

Appears in 1 contract

Samples: Credit Agreement (Ames Department Stores Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 to perfect and continue the perfection of Bank’s security interests in the Collateral regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Rigel Pharmaceuticals Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts Accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than any inchoate indemnity obligations) have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Verenium Corp)

Power of Attorney. Effective only upon the occurrence and during the ----------------- continuance of an Event of Default, each Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as such Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse a Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign a Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (f) settle insurance and adjust disputes and claims respecting the accounts directly with account debtors, Accounts for amounts and upon terms which Bank determines to be reasonable; and (ge) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any dispose of the Collateral without in accordance with the signature of Borrower where permitted by lawCode; provided Bank may exercise such power of attorney to sign the name of a Borrower on any of the documents described in clause (g) aboveSection 4.2 relating to the perfection of Bank's security interest in the Collateral, regardless of whether an Event of Default has occurred. The appointment of Bank as a Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances Advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Ise Labs Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, each Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as such Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse a Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign a Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to a Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as each Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Vaughan Foods, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid (other than inchoate indemnity obligations) and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Cidara Therapeutics, Inc.)

Power of Attorney. Effective only upon the occurrence and during the ----------------- continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, officers or employees) as Borrower’s 's true and lawful attorney attorney, with power to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign the name of Borrower on any of the documents described in Section 4.2 (regardless of whether an Event of Default has occurred); (d) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in 's attorney-in-fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances Advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (LTX Corp)

Power of Attorney. Effective only Borrower hereby irrevocably appoints Collateral Agent as its lawful attorney‑in‑fact, exercisable upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s or any of its Subsidiaries’ name on any checks or other forms of payment or security that may come into Bank’s possessionsecurity; (cb) sign Borrower’s or any of its Subsidiaries’ name on any invoice or xxxx bxxx of lading relating to for any Account, Account or drafts against account debtorsAccount Debtors; (c) settle and adjust disputes and claims about the Accounts directly with Account Debtors, schedules for amounts and assignments of Accounts, verifications of Accounts, and notices to account debtorson terms Collateral Agent determines reasonable; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insuranceinsurance policies; (e) pay, contest or settle any Lien, charge, encumbrance, security interest, and adverse claim in or to the Collateral, or any judgment based thereon, or otherwise take any action to terminate or discharge the same; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of transfer the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign into the name of Collateral Agent or a third party as the Code or any applicable law permits. Borrower hereby appoints Collateral Agent as its lawful attorney‑in‑fact to sign Borrower’s or any of its Subsidiaries’ name on any documents necessary to perfect or continue the perfection of Collateral Agent’s security interest in the documents described in clause (g) above, Collateral regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable occurred until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.(other than inchoate indemnity

Appears in 1 contract

Samples: Loan and Security Agreement (Equillium, Inc.)

Power of Attorney. Effective only upon the occurrence and during ----------------- the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s Borrowers true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s Borrowers name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s Borrowers name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; and (fe) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (gf) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) aboveSection 4.2, with respect to the preservation of Bank's interests in the Collateral, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s Borrowers attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Matrixone Inc)

Power of Attorney. Effective only upon the occurrence and during ----------------- the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney attorney, with power to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign the name of Borrower on any of the documents described in Section 4.2 (regardless of whether an Event of Default has occurred); (d) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in 's attorney-in-fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances Advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Open Market Inc)

Power of Attorney. Effective only Debtor hereby irrevocably appoints Bank as its lawful attorney-in-fact, exercisable upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse BorrowerDebtor’s name on any checks or other forms of payment or security that may come into Bank’s possessionsecurity; (cb) sign BorrowerDebtor’s name on any invoice or xxxx of lading relating to for any Account, Account or drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtorsAccount Debtors; (d) dispose of any Collateral; (ec) make, settle, and adjust all claims under and decisions with respect to BorrowerDebtor’s policies of insuranceinsurance policies; (fd) pay, contest or settle any Lien, charge, encumbrance, security interest, and adjust disputes and claims respecting adverse claim in or to the accounts directly with account debtorsCollateral, for amounts and upon terms which Bank determines or any judgment based thereon, or otherwise take any action to be reasonableterminate or discharge the same; and (ge) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of transfer the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign into the name of Borrower Bank or a third party as the Code permits. Debtor hereby appoints Bank as its lawful attorney-in-fact to sign Debtor’s name on any documents necessary to perfect or continue the perfection of Bank’s security interest in the documents described in clause (g) above, Collateral regardless of whether an Event of Default has occurredoccurred until all Debtor Obligations have been fully and finally paid and performed. The Bank’s foregoing appointment of Bank as BorrowerDebtor’s attorney in fact, and each and every one all of Bank’s rights and powers, being coupled with an interest, is are irrevocable until all of the Debtor Obligations have been fully repaid and performed finally paid and Bank’s obligation to provide advances hereunder is terminatedperformed.

Appears in 1 contract

Samples: Security Agreement (Netlist Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to modify, in its sole discretion, any intellectual property security agreement entered into between Borrower and Bank without first obtaining Borrower’s approval of or signature to such modification by amending Exhibits A, B, and C, thereof, as appropriate, to include reference to any right, title or interest in any Copyrights, Patents or Trademarks acquired by Borrower after the execution hereof or to delete any reference to any right, title or interest in any Copyrights, Patents or Trademarks in which Borrower no longer has or claims to have any right, title or interest; (h) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; and (i) to transfer the Intellectual Property Collateral into the name of Bank or a third party to the extent permitted under the California Uniform Commercial Code; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.2 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Safeguard Scientifics Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, each Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as such Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse such Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign such Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to such Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) whether or not an Event of Default has occurred that is continuing, file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as each Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement

Power of Attorney. Effective Exercisable only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank Lender (and any of BankLender’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors Account Debtors of BankLender’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into BankLender’s possession; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtorsAccount Debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtorsAccount Debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtorsAccount Debtors, for amounts and upon terms which Bank Lender determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank Lender as Borrower’s attorney in fact, and each and every one of BankLender’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and BankLender’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Qumu Corp)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms forrns of payment or security that may come into Bank’s possession; possession (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 4.3 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than the Warrant) have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Adnexus Therapeutics, Inc.)

Power of Attorney. Effective only upon the occurrence and during the ----------------- continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; and (fe) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (gf) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, Section 42 regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (C-Bridge Internet Solutions Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause and (g) above, above regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Nuvasive Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (ato:(a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possessionnotify all account debtors with respect to the Accounts to pay Bank directly; (c) sign Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (e) demand, collect, receive, sxx, and give releases to any account debtor for the monies due or which may become due upon or with respect to the Accounts and to compromise, prosecute, or defend any action, claim, case or proceeding relating to the Accounts; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) sell, assign, transfer, pledge, compromise, discharge or otherwise dispose of any Collateral; (h) receive and open all mail addressed to Borrower for the purpose of collecting the Accounts; (i) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (j) execute on behalf of Borrower any and all instruments, documents, financing statements and the like to perfect Bank's interests in the Accounts and file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature Collateral; and (k) do all acts and things necessary or expedient, in furtherance of Borrower where permitted by lawany such purposes; provided however Bank may exercise such power of attorney with respect to sign the name of Borrower on any of the documents actions described in clause (gj) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement) have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Usa Technologies Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any CollateralCollateral to the extent authorized elsewhere in this Agreement; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) 0 settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations (other than Surviving Obligations) have been fully repaid and performed and Bank’s obligation to provide advances Term Loans hereunder is terminated.. TheRealReal, Inc. LSA 17

Appears in 1 contract

Samples: Loan and Security Agreement (TheRealReal, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign BorrowerXxxxxxxx’s name on any invoice or xxxx bill of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to BorrowerXxxxxxxx’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) whether or not an Event of Default has occurred that is continuing, file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as BorrowerXxxxxxxx’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Zedge, Inc.)

Power of Attorney. Effective only upon the occurrence and ----------------- during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s 's designated officers, or employees) as Borrower’s 's true and lawful attorney attorney, with power to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign the name of Borrower on any of the documents described in Section 4.2 (regardless of whether an Event of Default has occurred); (d) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in 's attorney-in-fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s 's obligation to provide advances Advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Quicklogic Corporation)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (ato:(a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possessionnotify all account debtors with respect to the Accounts to pay Bank directly; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (e) demand, collect, receive, xxx, and give releases to any account debtor for the monies due or which may become due upon or with respect to the Accounts and to compromise, prosecute, or defend any action, claim, case or proceeding relating to the Accounts; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) sell, assign, transfer, pledge, compromise, discharge or otherwise dispose of any Collateral; (h) receive and open all mail addressed to Borrower for the purpose of collecting the Accounts; (i) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (j) execute on behalf of Borrower any and all instruments, documents, financing statements and the like to perfect Bank's interests in the Accounts and file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature Collateral; and (k) do all acts and things necessary or expedient, in furtherance of Borrower where permitted by lawany such purposes; provided however Bank may exercise such power of attorney with respect to sign the name of Borrower on any of the documents actions described in clause (gj) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan Agreement (Spectrum Global Solutions, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any each of Bank’s 's designated officers, officers or employees) as Borrower’s 's true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s 's security interest interests and Liens in the Accounts; (b) endorse Borrower’s 's name on any checks or other forms of payment or security that may come into Bank’s 's possession; (c) sign Borrower’s 's name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) during the continuation of any Event of Default: (i) dispose of any Collateral; (eii) make, settle, settle and adjust all claims under and decisions with respect to Borrower’s 's policies of insurance; (fiii) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (giv) transfer all or any part of the Collateral into the name of Bank or a third party to the extent permitted under the California Uniform Commercial Code; and (e) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, thereto relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s 's attorney in fact, and each and every one of Bank’s 's rights and powers, being coupled with an interest, is irrevocable until all of the Obligations of Borrower and its Subsidiaries have been fully repaid and performed performed, and all of Bank’s obligation 's obligations to provide advances hereunder is Advances, other Credit Extensions and any other extensions of credit or other financial accommodations to Borrower or any of its Subsidiaries under this Agreement or any of the other Loan Documents shall have terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Orchid Biosciences Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, each Borrower hereby irrevocably appoints Bank Lender (and any of BankLender’s designated officers, or employees) as such Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of BankLender’s security interest in the Accounts; (b) endorse such Borrower’s name on any checks or other forms of payment or security that may come into BankLender’s possession, cash or deposit such checks or other items of payment or security, and apply to the Obligations all proceeds of such checks or other items; (c) sign such Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any CollateralCollateral and apply all cash sale proceeds to the Obligations; (e) make, settle, and adjust all claims under and decisions with respect to such Borrower’s policies of insuranceinsurance and apply to the Obligations all amounts received by Lender pursuant to such policies; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank Lender determines to be reasonable, and apply to the Obligations all amounts received by Lender in connection with any such settlement and adjustment; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank Lender as each Borrower’s attorney in fact, and each and every one of BankLender’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and BankLender’s obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Enservco Corp)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign BorrowerBxxxxxxx’s name on any invoice or xxxx bill of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to BorrowerBxxxxxxx’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower Bxxxxxxx on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as BorrowerBxxxxxxx’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan, Guaranty and Security Agreement (Cinedigm Corp.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrowersuch Person’s name on any checks or other forms of payment or security that may come into Bank’s possession, cash or deposit such checks or other items of payment or security, and apply to the Obligations all proceeds of such checks or other items; (c) sign Borrowersuch Person’s name on any invoice or xxxx bill of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any CollateralCollateral and apply all cash sale proceeds to the Obligations; (e) make, settle, and adjust all claims under and decisions with respect to BorrowerXxxxxxxx’s policies of insuranceinsurance and apply to the Obligations all amounts received by Bank pursuant to such policies; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable, and apply to the Obligations all amounts received by Bank in connection with any such settlement and adjustment; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank as BorrowerXxxxxxxx’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances make Advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Siebert Financial Corp)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (gh) above, regardless of whether an Event of Default has occurred. The appointment of Bank as Borrower’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminatedPayment in Full.

Appears in 1 contract

Samples: Loan Agreement (Dyne Therapeutics, Inc.)

Power of Attorney. Effective only upon Borrower hereby irrevocably appoints Bank as its lawful attorney-in-fact, exercisable following the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks checks, payment instruments, or other forms of payment or security that may come into Bank’s possessionsecurity; (cb) sign Borrower’s name on any invoice or xxxx bxxx of lading relating for any Account or drafts against Account Debtors; (c) demand, collect, sxx, and give releases to any AccountAccount Debtor for monies due, drafts against account debtors, schedules settle and assignments of Accounts, verifications of Accountsadjust disputes and claims about the Accounts directly with Account Debtors, and notices to account debtorscompromise, prosecute, or defend any action, claim, case, or proceeding about any Collateral (including filing a claim or voting a claim in any bankruptcy case in Bank’s or Borrower’s name, as Bank chooses); (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insuranceinsurance policies; (e) pay, contest or settle any Lien, charge, encumbrance, security interest, or other claim in or to the Collateral, or any judgment based thereon, or otherwise take any action to terminate or discharge the same; and (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of transfer the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign into the name of Bank or a third party as the Code permits. Borrower hereby appoints Bank as its lawful attorney-in-fact to sign Borrower’s name on any documents necessary to perfect or continue the perfection of Bank’s security interest in the documents described in clause (g) above, Collateral regardless of whether an Event of Default has occurredoccurred until all Obligations have been satisfied in full and the Loan Documents have been terminated. The Bank’s foregoing appointment of Bank as Borrower’s attorney in fact, and each and every one all of Bank’s rights and powers, being coupled with an interest, is are irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is the Loan Documents have been terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Sandbridge Acquisition Corp)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank (and any of Bank’s designated officers, or employees) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Bank’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Bank’s possession; (c) sign BorrowerXxxxxxxx’s name on any invoice or xxxx bill of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to BorrowerXxxxxxxx’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank as BorrowerXxxxxxxx’s attorney in fact, and each and every one of Bank’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Bank’s obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Precision Biosciences Inc)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower hereby irrevocably appoints Bank such Lender (and any of Banksuch Lender’s designated officers, or employeesagents) as Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of Banksuch Lender’s security interest in the Accounts; (b) endorse Borrower’s name on any checks or other forms of payment or security that may come into Banksuch Lender’s possession; (c) sign Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank such Lender determines to be reasonable; and (g) file, in its such Lender's sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by lawCollateral; provided Bank Lender may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause clauses (g) above, regardless of whether an Event of Default has occurred. The appointment of Bank such Lender as Borrower’s attorney in fact, and each and every one of Banksuch Lender’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and Banksuch Lender’s obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Secured Short Term Loan Agreement

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, Borrower Borrowers hereby irrevocably appoints Bank appoint Agent (and any of BankAgent’s designated officers, or employees) as each Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of BankAgent’s security interest in the Accounts; (b) endorse a Borrower’s name on any checks or other forms of payment or security that may come into BankAgent’s possession; (c) sign a Borrower’s name on any invoice or xxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to a Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank Agent determines to be reasonable; and (g) file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower Borrowers where permitted by law; and (h) dispose of the Collateral to the extent permitted under the Code; provided Bank Agent may exercise such power of attorney to sign the name of a Borrower on any of the documents stock powers described in clause (g) above, Section 4 regardless of whether an Event of Default has occurred. The appointment of Bank Agent as each Borrower’s attorney in fact, and each and every one of BankAgent’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and BankAgent’s obligation to provide advances hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Aviza Technology, Inc.)

Power of Attorney. Effective only upon the occurrence and during the continuance of an Event of Default, each Borrower hereby irrevocably appoints Bank Administrative Agent (and any of BankAdministrative Agent’s designated officers, or employees) as such Borrower’s true and lawful attorney to: (a) send requests for verification of Accounts or notify account debtors of BankAdministrative Agent’s security interest in the Accounts; (b) endorse such Borrower’s name on any checks or other forms of payment or security that may come into BankAdministrative Agent’s possession; (c) sign such Borrower’s name on any invoice or xxxx bxxx of lading relating to any Account, drafts against account debtors, schedules and assignments of Accounts, verifications of Accounts, and notices to account debtors; (d) dispose of any Collateral; (e) make, settle, and adjust all claims under and decisions with respect to such Borrower’s policies of insurance; (f) settle and adjust disputes and claims respecting the accounts directly with account debtors, for amounts and upon terms which Bank Administrative Agent determines to be reasonable; and (g) to file, in its sole discretion, one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of Borrower where permitted by law; provided Bank may exercise such power of attorney to sign the name of Borrower on any of the documents described in clause (g) above, regardless of whether an Event of Default has occurredCollateral. The appointment of Bank Administrative Agent as each Borrower’s attorney in fact, and each and every one of BankAdministrative Agent’s rights and powers, being coupled with an interest, is irrevocable until all of the Obligations have been fully repaid and performed and BankAdministrative Agent’s obligation to provide advances Credit Extensions hereunder is terminated.

Appears in 1 contract

Samples: Loan and Security Agreement (Tabula Rasa HealthCare, Inc.)

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