Common use of POWERS OF LENDER Clause in Contracts

POWERS OF LENDER. (a) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, whether or not an Event of Default has occurred: (i) to perform any obligation of Grantor hereunder in Grantor’s name or otherwise; (ii) to give notice to Account Debtors or others of Lender’s rights in the Collateral; (iii) to release or substitute security; (iv) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendments, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s interest in the Collateral; (v) to take cash, instruments for the payment of money and other property to which Lender is entitled; (vi) to verify facts concerning the Collateral by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (vii) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; (viii) to enter onto Grantor’s premises to inspect the Collateral; (ix) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Obligations; (x) to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interest; and (xi) to do all acts and things and execute all documents in the name of Grantor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority or enforcement of Lender’s rights. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor Pledgor hereby appoints Lxxxxx as Pxxxxxx’s true and lawful attorney-in-fact, effective upon the occurrence and during the continuation of an Event of Default, for the purpose of carrying out this Agreement and taking any action and executing any instrument which the Lender its attorney in fact may deem necessary or advisable to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by LenderLxxxxx’s officers officers, in their discretion, to take any action and employeesto execute any instrument which Lxxxxx may deem reasonably necessary or desirable to accomplish the purposes of this Agreement, including: (a) to perform or cause the performance of any obligation of Pledgor hereunder in Pxxxxxx’s name or otherwise; (b) to notify any Person obligated on any security instrument or other document subject to this Agreement of Lxxxxx’s rights hereunder; (c) during the continuance of any Event of Default, to liquidate any Pledged Collateral prior to maturity and to apply proceeds thereof to payment of the Pledge Obligations, notwithstanding the fact that such liquidation may give rise to penalties or loss of rights; (d) during the continuance of any Event of Default, to collect all cash or other property now or hereafter payable upon or on account of the Pledged Collateral; (e) during the continuance of any Event of Default, to enter into any extension, reorganization, deposit, merger or consolidation agreement or any other agreement relating to or affecting the Pledged Collateral and, in connection therewith, to deposit or surrender control of the Pledged Collateral, or to accept other property in exchange for the Pledged Collateral, subject otherwise to this Agreement; and (f) during the continuance of any Event of themDefault, whether to make any compromise or not settlement Lender deems desirable or proper in respect of the Pledged Collateral. Subject to the provisions above, this power shall be valid until the termination of the Liens created hereunder (but only exercisable for so long as an Event of Default has occurred: (i) exists and is continuing), any limitation under law as to perform any obligation the length or validity of Grantor hereunder in Grantor’s name or otherwise; (ii) a proxy to give notice to Account Debtors or others of Lender’s rights in the Collateral; (iii) to release or substitute security; (iv) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendments, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s interest in the Collateral; (v) to take cash, instruments for the payment of money and other property to which Lender is entitled; (vi) to verify facts concerning the Collateral by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (vii) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; (viii) to enter onto Grantor’s premises to inspect the Collateral; (ix) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Obligations; (x) to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interest; and (xi) to do all acts and things and execute all documents in the name of Grantor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority or enforcement of Lender’s rightscontrary notwithstanding. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor Borrower appoints Lender its true attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from by Lender at any time to time by Lender’s officers and employees, or any of them, whether or not an Event of Default has occurredwhen Borrower is in default hereunder: (i a) to perform any obligation of Grantor Borrower hereunder in Grantor’s Borrower's name or otherwise; (iib) to give notice to Account Debtors or others of Lender’s 's rights in the Collateral, to enforce the same and make extension agreements with respect thereto; (iii) to release or substitute security; (ivc) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendmentsstatements, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s 's interest in the Collateral; (vd) to take cash, instruments for the payment of money and other property to which Lender is entitledentitled by reason of its interests in the Collateral; (vie) to verify facts concerning the Collateral by inquiry of obligors the Bank or other obligor thereon, or otherwise, in its own name or a fictitious name; (vii) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; (viii) to enter onto Grantor’s premises to inspect the Collateral; (ixf) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds proceeds of Collateral may have been deposited, and to apply funds so withdrawn to payment of the ObligationsIndebtedness; (xg) to preserve or release the interest evidenced by chattel paper exercise all rights, powers and remedies which Borrower would have, but for this Agreement, with respect to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interestall Collateral; and (xih) to do all acts and things and execute all documents in the name of Grantor Borrower or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority perfection or enforcement of Lender’s rightsits rights hereunder. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by Lender’s officers and employees, or any of them, whether or not : (a) upon the occurrence and during the continuance of an Event of Default has occurred: (i) Default, to perform any obligation of Grantor hereunder in Grantor’s name or otherwise; ; (iib) upon the occurrence and during the continuance of an Event of Default, to give notice to Account Debtors or others of Lender’s rights in the Collateral; , to enforce or forebear from enforcing the same and to make extension or modification agreements; (iiic) upon the occurrence and during the continuance of an Event of Default, to release Persons liable on Collateral and to give receipts and compromise disputes; (d) to release or substitute security; ; (ive) to resort to security in any order; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendments, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s interest in the Collateral; ; (vg) upon the occurrence and during the continuance of an Event of Default, to receive, open and read mail addressed to Grantor; (h) to take cash, instruments for the payment of money and other property to which Lender is entitled; ; (vii) to verify facts concerning the Collateral by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; ; (viij) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (k) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; ; (viiil) upon the occurrence and during the continuance of an Event of Default, to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral; (m) to enter onto Grantor’s premises to inspect the Collateral; Collateral at any reasonable time and upon prior written notice (ixwhich notice shall not be necessary if a Default or Event of Default exists or Lender reasonably believes that a Default or Event of Default exists); (n) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Obligations; ; (xo) to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interest; and and (xip) to do all acts and things and execute all documents in the name of Grantor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority or enforcement of Lender’s rights. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor Borrower appoints Lender its true attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers officers, employees, and employeesagents, or any of them, whether or not an Event of Default has occurred: (ia) to perform any obligation of Grantor Borrower hereunder in GrantorBorrower’s name or otherwise; (iib) to give notice to Account Debtors account debtors or others of Lender’s rights in the CollateralCollateral and Proceeds, and if a Default has occurred, to enforce the same and make extension agreements with respect thereto; (iiic) if a Default has occurred, to release persons liable on Collateral or substitute Proceeds and to give receipts and acquittances and compromise disputes in connection therewith; (d) if a Default has occurred, to release security; (ive) if a Default has occurred, to resort to security in any order; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendmentsstatements, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s interest in the CollateralCollateral and Proceeds; (vg) if a Default has occurred, to receive, open and read mail addressed to Borrower; (h) if a Default has occurred, to take cash, instruments for the payment of money and other property to which Lender is entitled; (vii) to verify facts concerning the Collateral and Proceeds by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (viij) if a Default has occurred, to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Proceeds; (k) if a Default has occurred, to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s sole option, toward repayment of the Secured Obligations or or, where appropriate, replacement or restoration of the Collateral; (viiil) if a Default has occurred, to enter onto Grantor’s premises exercise all rights, powers and remedies which Borrower would have, but for this Agreement, with respect to inspect the Collateralall Collateral and Proceeds subject hereto; (ixm) if a Default has occurred, to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Secured Obligations; (xn) if a Default has occurred, to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence evidences of title to such interestincidental thereto; and (xio) to do all acts and things and execute all documents in the name of Grantor Borrower or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority perfection or enforcement of Lender’s rightsits rights hereunder. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, whether or not an Event of Default has occurred: (i) to perform any obligation of Grantor hereunder in Grantor’s name or otherwise; (ii) to give notice to Account Debtors or others of Lender’s rights in the Collateral; (iii) to release or substitute security; (iv) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendments, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s interest in the Collateral; (v) to take cash, instruments for the payment of money and other property to which Lender is entitled; (vi) to verify facts concerning the Collateral by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (vii) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; (viii) to enter onto Grantor’s premises to inspect the Collateral; (ix) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Obligations; (x) to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interest; and (xi) to do all acts and things and execute all documents in the name of Grantor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority or enforcement of Lender’s rights. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor Debtor appoints Lender its true attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by Lender’s 's officers and employees, or any of them, whether or not : (a) during the continuance of an Event of Default has occurred: (i) Default, to perform any obligation of Grantor Debtor hereunder in Grantor’s Debtor's name or otherwise; (iib) to give notice to Account Debtors account debtors or others of Lender’s 's rights in the CollateralCollateral and Proceeds, and, during the continuance of an Event of Default, to enforce or forebear from enforcing the same and make extension and modification agreements with respect thereto; (iiic) during the continuance of an Event of Default, to release persons liable on Collateral or Proceeds and to give receipts and acquittances and compromise disputes in connection therewith; (d) to release or substitute security; (ive) during the continuance of an Event of Default, to resort to security in any order; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendmentsstatements, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s 's interest in the CollateralCollateral and Proceeds, including, during the continuance of an Event of Default, the filing and prosecuting of registration and transfer applications with appropriate federal or local agencies or authorities with respect to trademarks, copyrights, and patentable inventions and processes; (vg) during the continuance of an Event of Default, to receive, open and read mail addressed to Debtor; (h) during the continuance of an Event of Default, to take cash, instruments for the payment of money and other property to which Lender is entitled; (vii) during the continuance of an Event of Default, to verify facts concerning the Collateral and Proceeds by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (viij) during the continuance of an Event of Default, to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Proceeds; (k) during the continuance of an Event of Default, to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s 's sole option, toward repayment of the Obligations or Indebtedness or, where appropriate, replacement or restoration of the Collateral; (viiil) during the continuance of an Event of Default, to exercise all rights, powers and remedies which Debtor would have, but for this Agreement, with respect to all Collateral and Proceeds subject hereto; (m) to enter onto Grantor’s Debtor's premises to inspect in inspecting the Collateral; (ixn) during the continuance of an Event of Default, to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the ObligationsIndebtedness; (xo) during the continuance of an Event of Default, to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interestincidental thereto; and (xip) during the continuance of an Event of Default, to do all acts and things and execute all documents in the name of Grantor Debtor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority perfection or enforcement of Lender’s rightsits rights hereunder. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor Houston Dynamic appoints Lender its true attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by Lender’s 's officers and employees, or any of them, whether or not an Event of Default has occurredHouston Dynamic is in default: (ia) to perform any obligation of Grantor Houston Dynamic hereunder in Grantor’s Houston Dynamic's name or otherwise; (iib) to give notice to Account Debtors account debtors or others of Lender’s 's rights in the CollateralCollateral and Proceeds, to enforce the same and make extension agreements with respect thereto; (iiic) to release persons liable on Collateral or substitute Proceeds and to give receipts and acquittances and compromise disputes in connection therewith; (d) to release security; (ive) to resort to security in any order; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendmentsstatements, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s 's interest in the CollateralCollateral and Proceeds; (vg) to take cashreceive, instruments for the payment of money open and other property read mail addressed to which Lender is entitledHouston Dynamic; (vih) to verify facts concerning the Collateral and Proceeds by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (viii) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Proceeds; (j) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s 's sole option, toward repayment of the Obligations or Indebtedness or, where appropriate, replacement or restoration of the Collateral; (viiik) to exercise all rights, powers and remedies which Houston Dynamic would have, but for this Agreement, with respect to all Collateral and Proceeds subject hereto; (l) to enter onto Grantor’s Houston Dynamic's premises to inspect in inspecting the Collateral; (ix) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Obligations; (x) to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interest; and (xim) to do all acts and things and execute all documents in the name of Grantor Houston Dynamic or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority perfection or enforcement of Lender’s rightsits rights hereunder. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by Lender’s 's officers and employees, or any of them, whether or not an Event of Default has occurred: : (ia) to perform any obligation of each Grantor hereunder in such Grantor’s 's name or otherwise; ; (iib) to give notice to Account Debtors or others of Lender’s 's rights in the Collateral; , to enforce or forebear from enforcing the same and to make extension or modification agreements; (iiic) to release Persons liable on Collateral and to give receipts and compromise disputes; (d) to release or substitute security; ; (ive) to resort to security in any order; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendments, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s 's interest in the Collateral; ; (vg) to receive, open and read mail addressed to any Grantor; (h) to take cash, instruments for the payment of money and other property to which Lender is entitled; ; (vii) to verify facts concerning the Collateral by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; ; (viij) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (k) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s 's sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; ; (viiil) to exercise all rights, powers and remedies which any Grantor would have, but for this Agreement, with respect to all Collateral; (m) to enter onto any Grantor’s 's premises to inspect the Collateral; ; (ixn) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Obligations; ; (xo) to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interest; and and (xip) to do all acts and things and execute all documents in the name of any Grantor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority or enforcement of Lender’s rights. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by Lender’s 's officers and employees, or any of them, whether or not an Event of Default has occurred: : (ia) to perform any obligation of Grantor hereunder in Grantor’s 's name or otherwise; ; (iib) to give notice to Account Debtors or others of Lender’s 's rights in the Collateral; , to enforce or forebear from enforcing the same and to make extension or modification agreements; (iiic) to release Persons liable on Collateral and to give receipts and compromise disputes; (d) to release or substitute security; ; (ive) to resort to security in any order; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendments, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s 's interest in the Collateral; ; (vg) to receive, open and read mail addressed to Grantor; (h) to take cash, instruments for the payment of money and other property to which Lender is entitled; ; (vii) to verify facts concerning the Collateral by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; ; (viij) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (k) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s 's sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; ; (viiil) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral; (m) to enter onto Grantor’s 's premises to inspect the Collateral; Collateral during normal business hours; (ixn) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Obligations; ; (xo) to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interest; and and (xip) to do all acts and things and execute all documents in the name of Grantor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority or enforcement of Lender’s 's rights. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by Lender’s 's officers and employees, or any of them, upon the occurrence and during the continuance of an Event of Default (or, with respect to (c), (d), (f), (g), (h), (i), (j), (k), (m), (o) and (p), whether or not an Event of Default has occurred: : (ia) to perform any obligation of Grantor hereunder in Grantor’s 's name or otherwise; ; (iib) to give notice to Account Debtors or others of Lender’s 's rights in the Collateral; , to enforce or forebear from enforcing the same and to make extension or modification agreements; (iiic) to release Persons liable on Collateral and to give receipts and compromise disputes; (d) to release or substitute security; ; (ive) to resort to security in any order; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendments, continuation statements, termination statements, statements of assignment, applications for registration or like papers as Lender deems necessary or desirable to perfect, preserve or release Lender’s 's interest in the Collateral; ; (vg) to receive, open and read mail addressed to Grantor; (h) to take cash, instruments for the payment of money and other property to which Lender is entitled; ; (vii) to verify facts concerning the Collateral by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; ; (viij) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (k) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s 's sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; ; (viiil) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral; (m) to enter onto Grantor’s 's premises to inspect the Collateral; Collateral in accordance with the terms of the Credit Agreement; (ixn) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever locatedlocated (other than the Controlled Account described in the Credit Agreement, with respect to which Lender may make withdrawals at any time and apply funds to the Obligations), into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Obligations; ; (xo) to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interest; and and (xip) to do all acts and things and execute all documents in the name of Grantor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority or enforcement of Lender’s rights. (b) Each Grantor appoints Lender its attorney rights in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor Debtor appoints the Lender its true attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by the Lender’s 's officers and employees, or any of them, whether or not an Event of Default has occurred: (ia) to perform any obligation of Grantor Debtor hereunder in Grantor’s Debtor's name or otherwise; (iib) to give notice to Account Debtors account debtors or others of the Lender’s 's rights in the CollateralCollateral and Proceeds, to enforce or forebear from enforcing the same and make extension and modification agreements with respect thereto; (iiic) to release persons liable on Collateral or Proceeds and to give receipts and acquittances and compromise disputes in connection therewith; (d) to release or substitute security; (ive) to resort to security in any order; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendmentsstatements, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release the Lender’s 's interest in the CollateralCollateral and Proceeds; (vg) to receive, open and read mail addressed to Debtor; (h) to take cash, instruments for the payment of money and other property to which the Lender is entitled; (vii) to verify facts concerning the Collateral and Proceeds by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (viij) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Proceeds; (k) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s sole option, the Lender toward repayment of the Secured Obligations or or, where appropriate and if approved by the Secured Creditors, replacement or restoration of the Collateral; (viiil) to exercise all rights, powers and remedies which Debtor would have, but for this Agreement, with respect to all Collateral and Proceeds subject hereto; (m) to enter onto Grantor’s Debtor's premises to inspect in inspecting the Collateral; (ixn) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Secured Obligations; (xo) to preserve or release the interest evidenced by chattel paper to which the Lender is entitled hereunder and to endorse and deliver any evidence of title to such interestincidental thereto; and (xip) to do all acts and things and execute all documents in the name of Grantor Debtor or otherwise, deemed by the Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority perfection or enforcement of Lender’s rights. (b) Each Grantor appoints its rights hereunder; provided however, that the Lender shall not take any of the above actions to the extent inconsistent with the rights of Fidelity Funding Business Credit, Ltd. pursuant to the USA Obligations. The Lender shall exercise its rights as attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of under this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after Agreement only upon the occurrence and during the continuation of an Event of Default: Default (i) to enforce or forebear from enforcing as that term is defined in the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all CollateralNote).

POWERS OF LENDER. (a) Each Grantor Debtor appoints Lender its true attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by Lender’s 's officers and employees, or any of them, whether : (a) upon or not following the occurrence of an Event of Default has occurred: (i) Default, to perform any obligation of Grantor Debtor hereunder in Grantor’s Debtor's name or otherwise; (iib) upon or following the occurrence of an Event of Default, to give notice to Account Debtors or others of Lender’s 's rights in the Collateral, to enforce the same and make extension agreements with respect thereto; (iiic) upon or following the occurrence of an Event of Default, to release or substitute securityresort to security in any order; (ivd) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendmentsstatements, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s 's interest in the Collateral; (ve) upon or following the occurrence of an Event of Default, to take cash, instruments for the payment of money and other property to which Lender is entitled; (vi) to verify facts concerning the Collateral by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (vii) to reasonably prepare, adjust, execute, deliver and receive payment under insurance claims, and to reasonably collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s 's sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; (viii) to enter onto Grantor’s premises to inspect the Collateral; (ix) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Secured Obligations; (xf) upon or following the occurrence of an Event of Default, to preserve or release the interest evidenced by chattel paper exercise all rights, powers and remedies which Debtor would have, but for this Agreement, with respect to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interestall Collateral; and (xig) to do all acts and things and execute all documents in the name of Grantor Debtor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfectionperfection or, priority upon or enforcement of Lender’s rights. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the , enforcement of its rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateralhereunder.

POWERS OF LENDER. (a) Each Grantor Debtor appoints Lender its true attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by Lender’s 's officers and employees, or any of them, whether : (a) upon or not following the occurrence of an Event of Default has occurred: (i) Default, to perform any obligation of Grantor Debtor hereunder in Grantor’s Debtor's name or otherwise; (iib) upon or following the occurrence of an Event of Default, to give notice to Account Debtors or others of Lender’s 's rights in the Collateral, to enforce the same and make extension agreements with respect thereto; (iiic) upon or following the occurrence of an Event of Default, to release or substitute securityresort to security in any order; (ivd) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendmentsstatements, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s 's interest in the Collateral; (ve) upon or following the occurrence of an Event of Default, to take cash, instruments for the payment of money and other property to which Lender is entitled; (vi) to verify facts concerning the Collateral by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (vii) to reasonably prepare, adjust, execute, deliver and receive payment under insurance claims, and to reasonably collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s 's sole option, toward repayment of the Obligations or replacement or restoration of the Collateral; (viii) to enter onto Grantor’s premises to inspect the Collateral; (ix) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the Secured Obligations; (xf) upon or following the occurrence of an Event of Default, to preserve or release the interest evidenced by chattel paper exercise all rights, powers and remedies which Debtor would have, but for this Agreement, with respect to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interestall Collateral; and (xig) to do all acts and things and execute all documents in the name of Grantor Debtor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfectionperfection or, priority upon or enforcement of Lender’s rights. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: , enforcement of its rights hereunder. 8. PAYMENT OF PREMIUMS, TAXES, CHARGES, LIENS AND ASSESSMENTS. Debtor agrees to pay, prior to delinquency, all insurance premiums, taxes, charges, liens and assessments against the Collateral (i) except those which Debtor is contesting in good faith, which shall be paid promptly after resolution of the dispute), and upon the failure of Debtor to enforce do so, Lender, at its option, may pay any of them and shall be the sole judge of the legality or forebear from enforcing validity thereof and the rights amount necessary to discharge the same. Any such payments made by Lender shall be obligations of Lender Debtor, due and payable immediately upon demand, together with respect interest at a rate determined in accordance with the provisions hereof, and shall be secured by the Collateral, subject to any Account Debtor all terms and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment conditions of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor Pledgor appoints Lender its true attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by Lender’s 's officers and employees, or any of them, whether or not : (a) during the continuance of an Event of Default has occurred: (i) Default, to perform any obligation of Grantor Pledgor hereunder in Grantor’s Pledgor's name or otherwise; (iib) to give notice to Account Debtors account debtors or others of Lender’s 's rights in the CollateralCollateral and Proceeds, and, during the continuance of an Event of Default, to enforce or forebear from enforcing the same and make extension and modification agreements with respect thereto; (iiic) during the continuance of an Event of Default, to release persons liable on Collateral or Proceeds and to give receipts and acquittances and compromise disputes in connection therewith; (d) to release or substitute security; (ive) to resort to security in any order; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendmentsstatements, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s 's interest in the CollateralCollateral and Proceeds, including, during the continuance of an Event of Default, the filing and prosecuting of registration and transfer applications with the appropriate federal or local agencies or authorities with respect to trademarks, copyrights and patentable inventions and processes; (vg) during the continuance of an Event of Default, to receive, open and read mail addressed to Pledgor; (h) during the continuance of an Event of Default, to take cash, instruments for the payment of money and other property to which Lender is entitled; (vii) during the continuance of an Event of Default, to verify facts concerning the Collateral and Proceeds by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (viij) during the continuance of an Event of Default, to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Proceeds; (k) during the continuance of an Event of Default, to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s 's sole option, toward repayment of the Obligations or Indebtedness or, where appropriate, replacement or restoration of the Collateral; (viiil) during the continuance of an Event of Default, to exercise all rights, powers and remedies which Pledgor would have, but for this Agreement, with respect to all Collateral and Proceeds subject hereto; (m) during the continuance of an Event of Default, to enter onto Grantor’s Pledgor's premises to inspect in inspecting the Collateral; (ixn) during the continuance of an Event of Default, to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the ObligationsIndebtedness; (xo) during the continuance of an Event of Default, to preserve or release the interest evidenced by chattel paper to which Lender is entitled hereunder and to endorse and deliver any evidence of title to such interestincidental thereto; and (xip) during the continuance of an Event of Default, to do all acts and things and execute all documents in the name of Grantor Pledgor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority perfection or enforcement of Lender’s rightsits rights hereunder. (b) Each Grantor appoints Lender its attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and to give receipts and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for this Agreement, with respect to all Collateral.

POWERS OF LENDER. (a) Each Grantor appoints Lender its true attorney in fact to perform any of the following powers, which are coupled with an interest, are irrevocable until termination of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under the Credit Agreement, Agreement and may be exercised from time to time by LenderXxxxxx’s officers and employees, or any of them, whether or not an Event of Default has occurredsuch Grantor is in default: (ia) to perform any obligation of such Grantor hereunder in that Grantor’s name or otherwise; (iib) to give notice to Account Debtors account Grantors or others of Lender’s rights in the CollateralCollateral and Proceeds, to enforce or forebear from enforcing the same and make extension and modification agreements with respect thereto; (iiic) to release persons liable on Collateral or Proceeds and to give receipts and acquittances and compromise disputes in connection therewith; (d) to release or substitute securitysecurity securing obligations owing to such Grantor; (ive) to resort in any order to security securing obligations owing to the relevant Grantor; (f) to prepare, execute, file, record or deliver notes, assignments, schedules, designation statements, initial financing statements and amendmentsstatements, continuation statements, termination statements, statements of assignment, applications for registration or like papers to perfect, preserve or release Lender’s interest in the CollateralCollateral and Proceeds; (vg) to receive, open and read mail addressed to such Grantor; (h) to take cash, instruments for the payment of money and other property to which Lender is entitled; (vii) to verify facts concerning the Collateral and Proceeds by inquiry of obligors thereon, or otherwise, in its own name or a fictitious name; (viij) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Proceeds; (k) to prepare, adjust, execute, deliver and receive payment under insurance claims, and to collect and receive payment of and endorse any instrument in payment of loss or returned premiums or any other insurance refund or return, and to apply such amounts received by Lender, at Lender’s sole option, toward repayment of the Obligations or Indebtedness secured hereby or, where appropriate, replacement or restoration of the Collateral; (viiil) to exercise all rights, powers and remedies which such Grantor would have, but for this Agreement, with respect to all Collateral and Proceeds subject hereto; (m) to enter onto such Grantor’s premises to inspect in inspecting the Collateral; (ixn) to make withdrawals from and to close deposit accounts or other accounts with any financial institution, wherever located, into which Proceeds may have been deposited, and to apply funds so withdrawn to payment of the ObligationsIndebtedness secured hereby; (xo) to preserve or release the interest evidenced by chattel paper to which Lender Xxxxxx is entitled hereunder and to endorse and deliver any evidence of title to such interestincidental thereto; and (xip) to do all acts and things and execute all documents in the name of the relevant Grantor or otherwise, deemed by Lender as reasonably necessary, proper and convenient in connection with the preservation, perfection, priority perfection or enforcement of Lender’s rights. (b) Each its rights hereunder. 10 PAYMENT OF PREMIUMS, TAXES, CHARGES, LIENS AND ASSESSMENTS. Grantor appoints agrees to pay, prior to delinquency, all insurance premiums, taxes, charges, liens and assessments against the Collateral and Proceeds, and upon the failure of any Grantor to do so, Lender at its attorney in fact to perform option may pay any of them and shall be the following powerssole judge of the legality or validity thereof and the amount necessary to discharge the same. Any such payments made by Lender shall be obligations of such Grantor to Lender, which are coupled due and payable immediately upon demand, and at Xxxxxx’s option and subject to any restrictions under applicable law pertaining to usury, together with an interest, are irrevocable until termination interest at a rate determined in accordance with the provisions of this Agreement, payment in full of all Obligations and termination of all commitments of Lender under shall be secured by the Credit Agreement, and may be exercised from time to time by Lender’s officers and employees, or any of them, after the occurrence and during the continuation of an Event of Default: (i) to enforce or forebear from enforcing the rights of Lender with respect to any Account Debtor and to make extension or modification agreements with any Account Debtor; (ii) to resort to security in any order; (iii) to receive, open and read mail addressed to Grantor; (iv) to endorse, collect, deliver and receive payment under instruments for the payment of money constituting or relating to Collateral; (v) to release Persons liable on Collateral and Proceeds, subject to give receipts all terms and compromise disputes between Grantor and such Persons; and (vi) to exercise all rights, powers and remedies which Grantor would have, but for conditions of this Agreement, with respect to all Collateral.