Common use of Rights and Remedies with Respect to Collateral Clause in Contracts

Rights and Remedies with Respect to Collateral. Upon the happening and during the continuance of any Event of Default, Banks, acting through the Secured Party, are hereby fully authorized and empowered (without the necessity of any further consent or authorization from any Debtor) and the right is expressly granted to Banks, and each Debtor hereby appoints and makes Secured Party, for the ratable benefit of Banks, as each Debtor's true and lawful attorney-in-fact and agent for each Debtor and in each Debtor's name, place, and stead with full power of substitution, in Secured Party's and Bank's name or each Debtor's name or otherwise, for the ratable benefit of Banks, but at each Debtor's cost and expense, to exercise, without notice, all or any of the following powers at any time with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Related Rights to make and deliver payment and/or provide performance directly to Secured Party, for the ratable benefit of Banks; (b) demand, sue xxr, collect, receive, and give acquittance for any and all moneys due or to become due by virtue of the Collateral, and otherwise deal with proceeds; (c) receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper and Related Rights taken or received by Secured Party, for the ratable benefit of Banks in connection therewith; (d) settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Secured Party, for the ratable benefit of Banks were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all there-of, grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value of, any Collateral. Each Debtor hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the Related Rights, upon receipt of written notice from Secured Party to pay or otherwise perform or accept performance of the obligations under the Related Rights to, with or for Secured Party, for the ratable benefit of Banks directly, and to continue to do so until otherwise notified by Secured Party. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Security Agreement shall have terminated, and no such person or entity shall be liable to any Debtor or its successors or assigns for acting in reliance on Secured Party's notification as provided in this Section.

Rights and Remedies with Respect to Collateral. Upon the happening and during the continuance of any Event of Default, Banks, acting through the Secured Party, are Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from any Debtor) and the right is expressly granted to BanksSecured Party, and each Debtor hereby appoints and makes Secured Party, for the ratable benefit of Banks, Party as each Debtor's true and lawful attorney-in-fact and agent for each Debtor and in each Debtor's name, place, and stead with full power of substitution, in Secured Party's and Bank's name or each Debtor's name or otherwise, for the ratable benefit of BanksSecured Party's use and benefit, but at each Debtor's cost and expense, to exercise, without notice, all or any of the following powers at any time with respect to all or any of the Collateral: (a) notify account debtors or the obligors obligers on the Related Rights to make and deliver payment and/or provide performance directly to Secured Party, for the ratable benefit of Banks; (b) demand, sue xxrxxx for, collect, receive, and give acquittance for any and all moneys due or to become due by virtue of the Collateral, and otherwise deal with proceeds; (c) receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper and Related Rights taken or received by Secured Party, for the ratable benefit of Banks Party in connection therewith; (d) settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Secured Party, for the ratable benefit of Banks Party were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all there-ofthereof, grant waivers and make any allowance or other adjustment with reference thereto; providedPROVIDED, howeverHOWEVER, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value of, any Collateral. Each Debtor hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the Related Rights, upon receipt of written notice from Secured Party to pay or otherwise perform or accept performance of the obligations under the Related Rights to, with or for Secured Party, for the ratable benefit of Banks Party directly, and to continue to do so until otherwise notified by Secured Party. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Security Agreement shall have terminated, and no such person or entity shall be liable to any Debtor or its successors or assigns for acting in reliance on Secured Party's notification as provided in this Section.

Rights and Remedies with Respect to Collateral. Upon the happening and during the continuance of any Event of Default, Banks, acting through the The Secured Party, are Party is hereby fully authorized and empowered (without the necessity of any further consent or authorization from any the Debtor) and the right is expressly granted to Banksthe Secured Party, and each the Debtor hereby constitutes, appoints and makes the Secured Party, for Party as the ratable benefit of Banks, as each Debtor's true and lawful attorneyAttorney and Agent-in-fact and agent Fact for each Debtor the Debtor, and in each the Debtor's name, place, place and stead with full power of substitution, in the Secured Party's and Bank's name or each the Debtor's name or otherwise, for the ratable benefit of BanksSecured Party's sole use and benefit, but at each the Debtor's cost and expense, to exercise, without notice, all or any of the following powers at any time following the occurrence of an Event of Default, with respect to all or any of the Collateral: (a) notify account debtors transfer to or register in the obligors on name of the Related Rights to make and deliver payment and/or provide performance directly to Secured Party, for Party or any nominee of the ratable benefit Secured Party or any purchaser of Banks; (b) demand, sue xxr, collect, receive, and give acquittance for any and all moneys due or to become due by virtue of the Collateral, and otherwise deal whether or not so transferred or registered, to receive the income and dividends thereon, including cash and stock dividends, stock splits and rights to subscribe, and to hold the same as part of the Collateral and/or apply the same as hereinafter provided; to exchange any of the Collateral for other property upon reorganization, recapitalization or other readjustment and in connection therewith to deposit any of the Collateral with proceedsany committee or depository upon such terms as the Secured Party may determine; (c) receiveafter the occurrence of an Event of Default hereunder, take, endorse, assign and deliver any to exercise voting and all checksother rights as to any of the Collateral, notes, drafts, documents all without notice and other negotiable and non-negotiable instruments and chattel paper and Related Rights taken or without liability except to account for property actually received by the Secured Party, for the ratable benefit of Banks in connection therewith; (d) settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Secured Party, for the ratable benefit of Banks were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all there-of, grant waivers and make any allowance or other adjustment with reference thereto; provided, however, the Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value ofunder, any Collateral. Each Debtor hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the Related Rights, upon receipt of written notice from Secured Party to pay or otherwise perform or accept performance of the obligations under the Related Rights to, with or for Secured Party, for the ratable benefit of Banks directly, and to continue to do so until otherwise notified by Secured Party. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Security Agreement shall have terminated, and no such person or entity shall be liable to any Debtor or its successors or assigns for acting in reliance on Secured Party's notification as provided in this Section.

Rights and Remedies with Respect to Collateral. Upon the happening and during the continuance of any Event of Default, Banks, acting through the Secured Party, are hereby fully authorized and empowered (without the necessity of any further consent or authorization from any Debtor) and the right is expressly granted to Banks, and each Debtor hereby appoints and makes Secured Party, for the ratable benefit of Banks, as each Debtor's true and lawful attorney-in-fact and agent for each Debtor and in each Debtor's name, place, and stead with full power of substitution, in Secured Party's and Bank's name or each Debtor's name or otherwise, for the ratable benefit of Banks, but at each Debtor's cost and expense, to exercise, without notice, all or any of the following powers at any time with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Related Rights to make and deliver payment and/or provide performance directly to Secured Party, for the ratable benefit of Banks; (b) demand, sue xxr, collect, receive, and give acquittance for any and all moneys due or to become due by virtue of the Collateral, and otherwise deal with proceeds; (c) receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper and Related Rights taken or received by Secured Party, for the ratable benefit of Banks in connection therewith; (d) settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Secured Party, for the ratable benefit of Banks were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all there-ofthereof, grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value of, any Collateral. Each Debtor hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the Related Rights, upon receipt of written notice from Secured Party to pay or otherwise perform or accept performance of the obligations under the Related Rights to, with or for Secured Party, for the ratable benefit of Banks directly, and to continue to do so until otherwise notified by Secured Party. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Security Agreement shall have terminated, and no such person or entity shall be liable to any Debtor or its successors or assigns for acting in reliance on Secured Party's notification as provided in this Section.

Rights and Remedies with Respect to Collateral. Upon Notwithstanding anything herein to the happening and during contrary, upon the continuance occurrence of any Event of Default, Banks, acting through the Secured Party, are hereby Bank is fully authorized and empowered (without the necessity of any further consent or authorization from any DebtorBorrower) and the right is expressly granted to BanksBank, and each Debtor Bank hereby appoints and makes Secured Party, for the ratable benefit of Banks, Bank as each DebtorBorrower's true and lawful attorney-in-fact and agent for each Debtor Borrower and in each DebtorBorrower's name, place, and stead with full power of substitution, in Secured Party's and Bank's name or each DebtorBorrower's name or otherwise, for the ratable benefit of BanksBank's use and benefit, but at each DebtorBorrower's cost and expense, to exercise, without notice, all or any of the following powers at any time with respect to all or any of the Collateral: (a) notify account debtors or the obligors on the Related Rights Account Debtors to make and deliver payment and/or provide performance directly to Secured Party, for the ratable benefit of BanksBank; (b) demand, sue xxrxxx, collect, receive, and give acquittance for any and all moneys due or to become due by virtue of the Collateral, and otherwise deal with proceedsProceeds; (c) receive, take, endorse, assign and deliver any and all checks, notes, drafts, documents and other negotiable and non-negotiable instruments and chattel paper and Related Rights taken or received by Secured Party, for the ratable benefit of Banks Bank in connection therewith; (d) settle, compromise, compound, prosecute prosecute, or defend any action or proceeding with respect thereto; (e) deal in or with the Collateral as fully and effectively as if Secured Party, for the ratable benefit of Banks Bank were the absolute owner thereof; and (f) extend or alter the time or manner of payment or performance of any or all there-ofthereof, grant waivers and make any allowance or other adjustment with reference thereto; provided, however, Secured Party Bank shall be under no obligation or duty to exercise any of the powers hereby conferred upon it and shall be without liability for any act or failure to act in connection with the collection of, or the preservation of any rights under or the depreciation in value of, any Collateral. Each Debtor After the occurrence of an Event of Default, Bank may receive and open mail addressed to Borrower. Borrower hereby irrevocably authorizes and directs each person or entity who shall be a party to or liable for the performance or payment of any of the Related RightsAccounts, upon receipt of written notice from Secured Party Bank (as provided hereinabove) to pay or otherwise perform or accept performance of the obligations under the Related Rights Accounts to, with with, or for Secured Party, for the ratable benefit of Banks Bank directly, and to continue to do so until otherwise notified by Secured PartyBank. Each such person or entity shall have no duty to inquire or investigate as to whether an Event of Default shall have actually occurred or whether this Security Agreement shall have terminated, and no such person or entity shall be liable to any Debtor or Borrower, its successors or assigns for acting in reliance on Secured PartyBank's notification as provided in this Section.