Secured Party's Rights Upon Default. Upon default and at any time thereafter, Secured Party, without presentment, demand, notice, protest or advertisement of any kind, may:
8.1. Notify account debtors that the Collateral has been assigned to Secured Party and that payments shall be made directly to Secured Party and upon request of Secured Party, Debtor will so notify such account debtors that their accounts must be paid to Secured Party. After notification, Debtor shall immediately upon receipt of all checks, drafts, cash and other remittances deliver the same in kind to the Secured Party. Secured Party shall have full power to collect, compromise, endorse, sell or otherwise deal with the Collateral or proceeds thereof in its own name or in the name of Debtor and Debtor hereby irrevocably appoints the Secured Party its attorney-in- fact for this purpose;
8.2. Make all Obligations immediately due and payable, without presentment, demand, protest, hearing or notice of any kind and exercise the remedies of a Secured Party afforded by the New Hampshire Uniform Commercial Code and other applicable law or by the terms of any agreement between Debtor and Secured Party;
8.3. Notify Debtor to assemble the Collateral at a place designated by Secured Party;
8.4. Take possession of the Collateral and the premises at which any Collateral is located and sell all or part of the Collateral at a public or private sale;
8.5. Refuse to honor or fulfill any then pending or future Purchase Orders submitted by or on behalf of the Debtor to the Secured Party or any affiliate; and
8.6. In the case of any sale or disposition of the Collateral, or the realization of funds therefrom, the proceeds thereof shall first be applied to the payment of the expenses of such sale, commissions, reasonable attorneys fees and all charges paid or incurred by Secured Party pertaining to said sale or this Agreement, including any taxes or other charges imposed by law upon the Collateral and/or the owning, holding or transferring thereof; secondly, to pay, satisfy and discharge the Obligations secured hereby; and, thirdly, to pay the surplus, if any, to Debtor, provided that the time of any application of the proceeds shall be at the sole and absolute discretion of Secured Party. To the extent such proceeds do not satisfy the foregoing items, Debtor hereby promises and agrees to pay any deficiency. Except for Collateral that is perishable or is a type customarily sold in a recognized market, Secured Party will give Debtor at least ten...
Secured Party's Rights Upon Default. Upon the occurrence of a default hereunder, or at any time thereafter, the Secured Party may immediately and without notice do any or all of the following, which rights and remedies are cumulative, may be exercised from time to time, and are in addition to any rights and remedies available to the Secured Party under the Loan Agreement or any other Loan Document:
Secured Party's Rights Upon Default. Upon the occurrence of an Event of Default, Secured Party shall have the rights and remedies provided at law, in equity and pursuant to this Agreement. Debtor agrees that any proceeds of the Collateral that are received in connection with any liquidation of the Collateral or otherwise may be applied by Secured Party to the satisfaction of the Secured Obligations and that the surplus, if any, shall be returned to Debtor.
Secured Party's Rights Upon Default. (a) Upon the occurrence and during the continuation of an Event of Default, the Secured Party may, in its sole discretion, take any of the following actions, in each case at the Debtor's expense, and without prior notice to the Debtor except as required under applicable law:
(i) transfer or assign to, or register in the name of, the Secured Party or its nominees any of the Collateral;
(ii) exercise all consent and other rights relating to any Collateral;
(iii) perform or comply with any contractual obligation that constitutes part of the Collateral;
(iv) receive, endorse, negotiate, execute and deliver or collect upon any check, draft, note, acceptance, chattel paper, account, instrument, document, letter of credit, contract, agreement, bill of lading, invoice, assignment, bill of sale, dexx, security, share certificate, stocx xxwer, proxy, or instrument of conveyance or transfer constituting or relating to any Collateral;
(v) assert, institute, file, defend, settle, compromise, adjust, discount or release any suit, action, claim, counterclaim or right of set-off relating to any Collateral;
(vi) execute and deliver acquittances, receipts and releases in respect of Collateral; and
(vii) exercise any other right or remedy available to the Secured Party under applicable law, the other Finance Documents, or any other agreement between the parties.
(b) The Debtor agrees that the Secured Party will have, with respect to the Collateral, in addition to the rights and remedies described in this Agreement, all of the rights and remedies available to a secured party under applicable law and under the UCC (whether or not the UCC applies to the affected Collateral and regardless of whether or not the UCC is the law of the jurisdiction where the rights or remedies are asserted) as if those rights and remedies were fully set forth in this Agreement.
(c) The Secured Party may exercise the rights and remedies described in this Agreement and those available under applicable law in such order, at such times and in such manner as the Secured Party may, in its sole discretion, determine from time to time. The Secured Party may at any time and from time to time release or relinquish any right, remedy, or security interest it has with respect to a particular item of Collateral without releasing, relinquishing, or in any way affecting its rights, remedies, or security interests with respect to any other item of Collateral.
(d) The Debtor irrevocably constitutes and appoints the S...
Secured Party's Rights Upon Default. Lender shall, upon the occurrence of an Event of Default and during the continuance of an Event of Default, without presentment, demand, notice, protest or advertisement of any kind have the following rights and remedies in addition to all other rights and remedies of the Lender at law or equity arising under this or any other agreement between the parties or otherwise or afforded by the Uniform Commercial Code as from time to time in effect in the State of California or afforded by other applicable law.
Secured Party's Rights Upon Default. In the event of the occurrence and during the continuance of an Event of Default, the Secured Party may, without the necessity of foreclosure and as a means of substituting collateral, sell, transfer or otherwise dispose of the Ownership Interest or any right therein or any part thereof after ten Business Days' prior written notice to the Debtor, in one or more parcels, at the same or different times, at a public or private sale, or may make any other commercially reasonable disposition of the Ownership Interest or any portion thereof. The Secured Party may purchase the Ownership Interest or any portion thereof. The proceeds of the sale or other disposition shall be applied to the Secured Obligations in such order as set forth in the Note. Any remaining proceeds shall be paid over to the Debtor or others as provided by law.
Secured Party's Rights Upon Default. A. Upon a default hereunder and while such default is continuing, in addition to all other rights and remedies of the Secured Party, whether under law, the Acquisition Agreement or otherwise, all such rights and remedies being cumulative, not exclusive and enforceable alternatively, successively or concurrently, without (except as provided herein) notice to, or consent by, Debtor, the Secured Party shall have the following rights and remedies: (a) all of the rights and remedies with respect to the Collateral of a secured party under the Uniform Commercial Code (whether or not the Code is in effect in the jurisdiction where the rights and remedies are asserted); (b) assign to itself or an affiliated third party the Trademarks solely for the purpose of preserving the Trademarks subject to their later sale, disposition or assignment to a third party as herein provided; (c) Upon 10 days, prior written notice from the Secured Party, Debtor shall not make any further use of the Trademarks or any mark sxxxxar thereto for any purpose; (d) the Secured Party may, at any time and from time to time, upon 10 days, prior notice to Debtor, license, whether on an exclusive or nonexclusive basis, any of the Trademarks, in the United States, for such term or terms, on such conditions, and in such manner, as the Secured Party shall in its sole discretion determine; (e) the Secured Party may, at any time, enforce (and shall have the exclusive right to enforce) against any licensee or sublicensee all rights and remedies of Debtor in, to and under any one or more license agreements with respect to the Collateral, and take or refrain from taking any action under any thereof in accordance with the terms thereof; (f) the Secured Party may, at any time and from time to time, assign, sell or cause to be sold in one or more sales or parcels, at such price as the Secured Party may deem best, with power also to execute assurances, and do, in a reasonably commercial manner, all other acts and things for completing the assignment, sale or disposition, for cash or on credit or for future delivery, without assumption of any credit risk, all or any of the Collateral, at any broker's board or at public or private sale, without demand of performance or notice of intention to sell or of time or place of sale (except such notice as is required by applicable statute and cannot be waived) and the Secured Party or anyone else may be the purchaser of any or all of the Collateral so sold and thereaf...
Secured Party's Rights Upon Default. In the event of a default by Pledgor under Section 5.1, Secured Party shall be entitled to exercise any and all rights and remedies available to Secured Party under the California Commercial Code and all other rights and remedies at law in equity available to secured creditors in the State of California. Pledgor acknowledges that federal and state securities laws may make a public sale of some or all of the LLC Interest impractical and, therefore, agrees that a private sale of some or all of the LLC Interest shall conclusively be deemed to be commercially reasonable. Pledgor further acknowledges that ten (10) days notice of any public or private sale of the LLC Interest is commercially reasonable under all circumstances. Notwithstanding anything in this Agreement to the contrary, Pledgor shall have no obligation for any deficiency between any amount realized from the sale or other disposition of the Collateral and the amount due under the Note.
Secured Party's Rights Upon Default. Upon the occurrence of an Event of Default, the Noteholders, shall have all rights and remedies in and against the Securities, and otherwise, of a secured party under the Uniform Commercial Code as enacted in the State of Washington and all other applicable laws and shall also have all of the rights provided herein or in the Note, all of which rights and remedies shall be cumulative to the fullest extent permitted by law. In connection with the foregoing, Secured Party, for the benefit of the Noteholders, shall have the right, in compliance with applicable law, to:
a. Take immediate possession of all pledged Securities, and effect the full and absolute assignment of all rights, duties, and interests under such Securities to the Noteholders.
Secured Party's Rights Upon Default. The Secured Party shall upon Default and at any time thereafter, without presentment, demand, notice, protest or advertisement of any kind have the following rights in addition to all other rights hereunder:
