Common use of Termination of Assignment Upon Breach or Event of Default Clause in Contracts

Termination of Assignment Upon Breach or Event of Default. If a breach or default occurs under any of the Guaranteed Leases and such breach or default remains uncured after any applicable notice and cure period, then Ultra, at its election, shall have the following non-exclusive remedies: (a) Ultra shall be entitled to all of the rights and remedies which Ultra may have under this Agreement or any other Contract or at law or in equity; (i) Ultra shall have the right to terminate the assignment to Delta or its applicable Subsidiary of Ultra’s or its applicable Subsidiary’s right, title and interest in and to the Guaranteed Lease with respect to which there exists a default following any notice and cure period provided for in such Guaranteed Lease, which right Ultra shall exercise by written notice to Delta. Provided that such Guaranteed Lease is not a Lease Requiring Consent, upon receiving such notice from Ultra, such assignment shall be of no further force and effect; and Delta shall assign or otherwise transfer, or cause its applicable Subsidiary to assign or otherwise transfer, to Ultra all of Delta or such Subsidiary’s right, title and interest in and to such Guaranteed Lease and any related improvements and fixtures (but excluding any furnishings, trade fixtures and business equipment) used in connection with the Leased Real Property demised under such Guaranteed Lease (collectively, the “Related Property”). If such Guaranteed Lease is a Lease Requiring Consent, then Ultra may seek Landlord’s consent to reassignment of the Lease to Ultra at Delta’s sole cost and expense, and, upon the receipt of such consent, Ultra (or its Subsidiary) shall perform such assignment and transfer called for in the preceding sentence. (ii) If Ultra exercises its right to terminate the assignment to Delta of any Guaranteed Lease, Ultra shall have the immediate right to possession and use of the Leased Real Property with respect to which such breach or event of default exists and any Related Property associated with such Leased Real Property, and, upon receiving the notice of termination of such Guaranteed Lease from Ultra, Delta shall quit and vacate, or shall cause its applicable Subsidiary and all other tenants and occupants of such Leased Real Property, to quit and vacate such Leased Real Property in accordance with the requirements of such Guaranteed Lease and broom clean, with all rubbish, debris and personal property belonging to Delta or such Subsidiary, tenant or occupant (other than the Related Property) having been removed. If Delta or any such Subsidiary, tenant or occupant shall fail to quit and vacate such Leased Real Property after receipt of such notice of termination in accordance with the requirements of the Guaranteed Lease, Ultra shall have all rights and remedies available at law and in equity to evict Delta, or such Subsidiary, tenant or occupant from such Leased Real Property. (iii) Delta, for itself and as agent for each of its Subsidiaries, hereby irrevocably constitutes and appoints Ultra its true and lawful attorney-in-fact for the purpose of carrying out the terms and provisions of this Section 4.2 after a breach or default under this Agreement or under any Guaranteed Lease (which continues after the giving of any notice and the expiration of any cure period provided under such Guaranteed Lease), in Delta’s or such Subsidiary’s name and stead, (i) to secure and maintain the use and possession of any Leased Real Properties with respect to which any breach or event of default exists under any Guaranteed Lease and any Related Property, (ii) to take any and all actions which Ultra reasonably deems necessary to protect, maintain and secure its interest in any such Leased Real Property and Related Property, and (iii) to put and substitute one or more agents, attorney or attorneys-in-fact for Delta or any such Subsidiary to do, execute, perform and finish for Delta or such Subsidiary those matters which shall be reasonably necessary or advisable, or which Delta’s agent, attorney-in-fact or its substitute shall deem reasonably necessary or advisable, with respect to such Leased Real Property or Related Property, including, without limitation, executing on behalf of Delta any instrument deemed necessary or advisable by Ultra to evidence the termination of the previous assignment, and the assignment of Delta’s or its Subsidiary’s rights, title and interests in and to such Guaranteed Lease under this Section 4.2, as thoroughly, amply and fully as Delta could do personally. All such powers of attorney shall be deemed coupled with an interest and shall be irrevocable.

Termination of Assignment Upon Breach or Event of Default. If a breach or default occurs under any of the Guaranteed Leases and such breach or default remains uncured after any applicable notice and cure period, then UltraCSC, at its election, shall have the following non-exclusive remedies: (a) Ultra CSC shall be entitled to all of the rights and remedies which Ultra CSC may have under this Agreement or any other Contract or at law or in equity; (ib) Ultra CSC shall have the right to terminate the assignment to Delta Computer Sciences GS or its applicable Subsidiary of UltraCSC’s or its applicable Subsidiary’s right, title and interest in and to the Guaranteed Lease with respect to which there exists a default following any notice and cure period provided for in such Guaranteed Lease, which right Ultra CSC shall exercise by written notice to DeltaComputer Sciences GS. Provided that such Guaranteed Lease is not a Lease Requiring Consent, upon receiving such notice from UltraCSC, such assignment shall be of no further force and effect; and Delta Computer Sciences GS shall assign or otherwise transfer, or cause its applicable Subsidiary to assign or otherwise transfer, to Ultra CSC all of Delta Computer Sciences GS or such Subsidiary’s right, title and interest in and to such Guaranteed Lease and any related improvements and fixtures (but excluding any furnishings, trade fixtures and business equipment) used in connection with the Leased Real Property demised under such Guaranteed Lease (collectively, the “Related Property”). If such Guaranteed Lease is a Lease Requiring Consent, then Ultra CSC may seek Landlord’s consent to reassignment re-assignment of the Lease to Ultra CSC at DeltaComputer Sciences GS’s sole cost and expense, and, upon the receipt of such consent, Ultra Computer Sciences GS (or its Subsidiary) shall perform such assignment and transfer called for in the preceding sentence. (iic) If Ultra CSC exercises its right to terminate the assignment to Delta Computer Sciences GS of any Guaranteed Lease, Ultra CSC shall have the immediate right to possession and use of the Leased Real Property with respect to which such breach or event of default exists and any Related Property associated with such Leased Real Property, and, upon receiving the notice of termination of such Guaranteed Lease from UltraCSC, Delta Computer Sciences GS shall quit and vacate, or shall cause its applicable Subsidiary and all other tenants and occupants of such Leased Real Property, to quit and vacate such Leased Real Property in accordance with the requirements of such Guaranteed Lease and broom clean, with all rubbish, debris and personal property belonging to Delta Computer Sciences GS or such Subsidiary, tenant or occupant (other than the Related Property) having been removed. If Delta Computer Sciences GS or any such Subsidiary, tenant or occupant shall fail to quit and vacate such Leased Real Property after receipt of such notice of termination in accordance with the requirements of the Guaranteed Lease, Ultra CSC shall have all rights and remedies available at law and in equity to evict DeltaComputer Sciences GS, or such Subsidiary, tenant or occupant from such Leased Real PropertyPremises. (iiid) DeltaComputer Sciences GS, for itself and as agent for each of its Subsidiaries, hereby irrevocably constitutes and appoints Ultra CSC its true and lawful attorney-in-fact for the purpose of carrying out the terms and provisions of this Section 4.2 after a breach or default under this Agreement or under any Guaranteed Lease (which continues after the giving of any notice and the expiration of any cure period provided under such Guaranteed Lease), in DeltaComputer Sciences GS’s or such Subsidiary’s name and stead, (i) to secure and maintain the use and possession of any Leased Real Properties with respect to which any breach or event of default exists under any Guaranteed Lease and any Related Property, ; (ii) to take any and all actions which Ultra CSC reasonably deems necessary to protect, maintain and secure its interest in any such Leased Real Property and Related Property, ; and (iii) to put and substitute one or more agents, attorney or attorneys-in-fact for Delta Computer Sciences GS or any such Subsidiary to do, execute, perform and finish for Delta Computer Sciences GS or such Subsidiary those matters which shall be reasonably necessary or advisable, or which DeltaComputer Sciences GS’s agent, attorney-in-fact or its substitute shall deem reasonably necessary or advisable, with respect to such Leased Real Property or Related Property, including, without limitation, executing on behalf of Delta Computer Sciences GS any instrument deemed necessary or advisable by Ultra CSC to evidence the termination of the previous assignment, and the assignment of DeltaComputer Sciences GS’s or its Subsidiary’s rights, title and interests in and to such Guaranteed Lease under this Section 4.2, as thoroughly, amply and fully as Delta Computer Sciences GS could do personally. All such powers of attorney shall be deemed coupled with an interest and shall be irrevocable.

Termination of Assignment Upon Breach or Event of Default. If a breach or default occurs under any of the Guaranteed Leases and such breach or default remains uncured after any applicable notice and cure period, then UltraDelta, at its election, shall have the following non-exclusive remedies: (a) Ultra Delta shall be entitled to all of the rights and remedies which Ultra Delta may have under this Agreement or any other Contract or at law or in equity; (ib) Ultra Delta shall have the right to terminate the assignment to Delta Ultra or its applicable Subsidiary of UltraDelta’s or its applicable Subsidiary’s right, title and interest in and to the Guaranteed Lease with respect to which there exists a default following any notice and cure period provided for in such Guaranteed Lease, which right Ultra Delta shall exercise by written notice to DeltaUltra. Provided that such Guaranteed Lease is not a Lease Requiring Consent, upon receiving such notice from UltraDelta, such assignment shall be of no further force and effect; and Delta Ultra shall assign or otherwise transfer, or cause its applicable Subsidiary to assign or otherwise transfer, to Ultra Delta all of Delta Ultra or such Subsidiary’s right, title and interest in and to such Guaranteed Lease and any related improvements and fixtures (but excluding any furnishings, trade fixtures and business equipment) used in connection with the Leased Real Property demised under such Guaranteed Lease (collectively, the “Related Property”). If such Guaranteed Lease is a Lease Requiring Consent, then Ultra Delta may seek Landlord’s consent to reassignment of the Lease to Ultra Delta at DeltaUltra’s sole cost and expense, and, upon the receipt of such consent, Ultra (or its Subsidiary) shall perform such assignment and transfer called for in the preceding sentence. (iic) If Ultra Delta exercises its right to terminate the assignment to Delta Ultra of any Guaranteed Lease, Ultra Delta shall have the immediate right to possession and use of the Leased Real Property with respect to which such breach or event of default exists and any Related Property associated with such Leased Real Property, and, upon receiving the notice of termination of such Guaranteed Lease from UltraDelta, Delta Ultra shall quit and vacate, or shall cause its applicable Subsidiary and all other tenants and occupants of such Leased Real Property, to quit and vacate such Leased Real Property in accordance with the requirements of such Guaranteed Lease and broom clean, with all rubbish, debris and personal property belonging to Delta Ultra or such Subsidiary, tenant or occupant (other than the Related Property) having been removed. If Delta Ultra or any such Subsidiary, tenant or occupant shall fail to quit and vacate such Leased Real Property after receipt of such notice of termination in accordance with the requirements of the Guaranteed Lease, Ultra Delta shall have all rights and remedies available at law and in equity to evict DeltaUltra, or such Subsidiary, tenant or occupant from such Leased Real Property. (iiid) DeltaUltra, for itself and as agent for each of its Subsidiaries, hereby irrevocably constitutes and appoints Ultra Delta its true and lawful attorney-in-fact for the purpose of carrying out the terms and provisions of this Section 4.2 after a breach or default under this Agreement or under any Guaranteed Lease (which continues after the giving of any notice and the expiration of any cure period provided under such Guaranteed Lease), in DeltaUltra’s or such Subsidiary’s name and stead, (i) to secure and maintain the use and possession of any Leased Real Properties with respect to which any breach or event of default exists under any Guaranteed Lease and any Related Property, (ii) to take any and all actions which Ultra Delta reasonably deems necessary to protect, maintain and secure its interest in any such Leased Real Property and Related Property, and (iii) to put and substitute one or more agents, attorney or attorneys-in-fact for Delta Ultra or any such Subsidiary to do, execute, perform and finish for Delta Ultra or such Subsidiary those matters which shall be reasonably necessary or advisable, or which DeltaUltra’s agent, attorney-in-fact or its substitute shall deem reasonably necessary or advisable, with respect to such Leased Real Property or Related Property, including, without limitation, executing on behalf of Delta Ultra any instrument deemed necessary or advisable by Ultra Delta to evidence the termination of the previous assignment, and the assignment of DeltaUltra’s or its Subsidiary’s rights, title and interests in and to such Guaranteed Lease under this Section 4.2, as thoroughly, amply and fully as Delta Ultra could do personally. All such powers of attorney shall be deemed coupled with an interest and shall be irrevocable.

Termination of Assignment Upon Breach or Event of Default. If a breach or default occurs under any of the Guaranteed Leases and such breach or default remains uncured after any applicable notice and cure period, then Ultra, at its election, shall have the following non-exclusive remedies: (a) Ultra shall be entitled to all of the rights and remedies which Ultra may have under this Agreement or any other Contract or at law or in equity; (i) Ultra shall have the right to terminate the assignment to Delta or its applicable Subsidiary of Ultra’s or its applicable Subsidiary’s right, title and interest in and to the Guaranteed Lease with respect to which there exists a default following any notice and cure period provided for in such Guaranteed Lease, which right Ultra shall exercise by written notice to Delta. Provided that such Guaranteed Lease is not a Lease Requiring Consent, upon receiving such notice from Ultra, such assignment shall be of no further force and effect; and Delta shall assign or otherwise transfer, or cause its applicable Subsidiary to assign or otherwise transfer, to Ultra all of Delta or such Subsidiary’s right, title and interest in and to such Guaranteed Lease and any related improvements and fixtures (but excluding any furnishings, trade fixtures and business equipment) used in connection with the Leased Real Property demised under such Guaranteed Lease (collectively, the “Related Property”). If such Guaranteed Lease is a Lease Requiring Consent, then Ultra may seek Landlord’s consent to reassignment of the Lease to Ultra at Delta’s sole cost and expense, and, upon the receipt of such consent, Ultra (or its Subsidiary) shall perform such assignment and transfer called for in the preceding sentence. (ii) If Ultra exercises its right to terminate the assignment to Delta of any Guaranteed Lease, Ultra shall have the immediate right to possession and use of the Leased Real Property with respect to which such breach or event of default exists and any Related Property associated with such Leased Real Property, and, upon receiving the notice of termination of such Guaranteed Lease from Ultra, Delta shall quit and vacate, or shall cause its applicable Subsidiary and all other tenants and occupants of such Leased Real Property, to quit and vacate such Leased Real Property in accordance with the requirements of such Guaranteed Lease and broom clean, with all rubbish, debris and personal property belonging to Delta or such Subsidiary, tenant or occupant (other than the Related Property) having been removed. If Delta or any such Subsidiary, tenant or occupant shall fail to quit and vacate such Leased Real Property after receipt of such notice of termination in accordance with the requirements of the Guaranteed Lease, Ultra shall have all rights and remedies available at law and in equity to evict Delta, or such Subsidiary, tenant or occupant from such Leased Real Property. (iii) Delta, for itself and as agent for each of its Subsidiaries, hereby irrevocably constitutes and appoints Ultra its true and lawful attorney-in-fact for the purpose of carrying out the terms and provisions of this Section 4.2 after a breach or default under this Agreement or under any Guaranteed Lease (which continues after the giving of any notice and the expiration of any cure period provided under such Guaranteed Lease), in Delta’s or such Subsidiary’s name and stead, (i) to secure and maintain the use and possession of any Leased Real Properties with respect to which any breach or event of default exists under any Guaranteed Lease and any Related Property, (ii) to take any 13 US-DOCS\97324968.13 and all actions which Ultra reasonably deems necessary to protect, maintain and secure its interest in any such Leased Real Property and Related Property, and (iii) to put and substitute one or more agents, attorney or attorneys-in-fact for Delta or any such Subsidiary to do, execute, perform and finish for Delta or such Subsidiary those matters which shall be reasonably necessary or advisable, or which Delta’s agent, attorney-in-fact or its substitute shall deem reasonably necessary or advisable, with respect to such Leased Real Property or Related Property, including, without limitation, executing on behalf of Delta any instrument deemed necessary or advisable by Ultra to evidence the termination of the previous assignment, and the assignment of Delta’s or its Subsidiary’s rights, title and interests in and to such Guaranteed Lease under this Section 4.2, as thoroughly, amply and fully as Delta could do personally. All such powers of attorney shall be deemed coupled with an interest and shall be irrevocable.

Termination of Assignment Upon Breach or Event of Default. If a breach or default occurs under any of the Guaranteed Leases and such breach or default remains uncured after any applicable notice and cure period, then UltraXxxx Xxx, at its election, shall have the following non-exclusive remedies: (a) Ultra Xxxx Xxx shall be entitled to all of the rights and remedies which Ultra Xxxx Xxx may have under this Agreement or any other Contract or at law or in equity; (ib) Ultra Xxxx Xxx shall have the right to terminate the assignment to Delta HBI or its applicable Subsidiary of Ultra’s Xxxx Xxx’x or its applicable Subsidiary’s right, title and interest in and to the Guaranteed Lease with respect to which there exists a default following any notice and cure period provided for in such Guaranteed Lease, which right Ultra Xxxx Xxx shall exercise by written notice to DeltaHBI. Provided that the Landlord consented in the Landlord’s Consent to the re-assignment of the Guaranteed Lease to Xxxx Xxx or such Guaranteed Lease is not a Lease Requiring Consent, upon receiving such notice from UltraXxxx Xxx, such assignment shall be of no further force and effect; and Delta HBI shall assign or otherwise transfer, or cause its applicable Subsidiary to assign or otherwise transfer, to Ultra Xxxx Xxx all of Delta HBI or such Subsidiary’s right, title and interest in and to such Guaranteed Lease and any related improvements and fixtures (but excluding any furnishings, trade fixtures and business equipment) used in connection with the Leased Real Property demised under such Guaranteed Lease (collectively, the “Related Property”). If a Landlord did not consent in the Landlord’s Consent to the re-assignment of the Guaranteed Lease to Xxxx Xxx and such Guaranteed Lease is a Lease Requiring Consent, then Ultra Xxxx Xxx may seek Landlord’s consent to reassignment re-assignment of the Lease to Ultra Xxxx Xxx at DeltaHBI’s sole cost and expense, and, upon the receipt of such consent, Ultra HBI (or its Subsidiary) shall perform such assignment and transfer called for in the preceding sentence. (iic) If Ultra Xxxx Xxx exercises its right to terminate the assignment to Delta HBI of any Guaranteed Lease, Ultra Xxxx Xxx shall have the immediate right to possession and use of the Leased Real Property with respect to which such breach or event of default exists and any Related Property associated with such Leased Real Property, and, upon receiving the notice of termination of such Guaranteed Lease from UltraXxxx Xxx, Delta HBI shall quit and vacate, or shall cause its applicable Subsidiary and all other tenants and occupants of such Leased Real Property, to quit and vacate such Leased Real Property in accordance with the requirements of such Guaranteed Lease and Lease, broom clean, with all rubbish, debris and personal property belonging to Delta HBI or such Subsidiary, tenant or occupant (other than the Related Property) having been removed. If Delta HBI or any such Subsidiary, tenant or occupant shall fail to quit and vacate such Leased Real Property after receipt of such notice of termination in accordance with the requirements of the Guaranteed Lease, Ultra Xxxx Xxx shall have all rights and remedies available at law and in equity to evict DeltaHBI, or such Subsidiary, tenant or occupant from such Leased Real PropertyPremises. (iiid) DeltaHBI, for itself and as agent for each of its Subsidiaries, hereby irrevocably constitutes and appoints Ultra Xxxx Xxx its true and lawful attorney-in-fact for the purpose of carrying out the terms and provisions of this Section 4.2 Agreement after a breach or default under this Agreement or under any Guaranteed Lease (which continues after the giving of any notice and the expiration of any cure period provided under such Guaranteed Lease), in DeltaHBI’s or such Subsidiary’s name and stead, (i) to secure and maintain the use and possession of any Leased Real Properties with respect to which any breach or event of default exists under any Guaranteed Lease and any Related Property, ; (ii) to take any and all actions which Ultra Xxxx Xxx reasonably deems necessary to protect, maintain and secure its interest in any such Leased Real Property and Related Property, ; and (iii) to put and substitute one or more agents, attorney or attorneys-in-fact for Delta HBI or any such Subsidiary to do, execute, perform and finish for Delta HBI or such Subsidiary those matters which shall be reasonably necessary or advisable, or which DeltaHBI’s agent, attorney-in-fact or its substitute shall deem reasonably necessary or advisable, with respect to such Leased Real Property or Related Property, including, without limitation, executing on behalf of Delta HBI any instrument deemed necessary or advisable by Ultra Xxxx Xxx to evidence the termination of the previous assignment, and the assignment of DeltaHBI’s or its Subsidiary’s rights, title and interests in and to such Guaranteed Lease under this Section 4.22.2, as thoroughly, amply and fully as Delta HBI could do personally. All such powers of attorney shall be deemed coupled with an interest and shall be irrevocable.

Termination of Assignment Upon Breach or Event of Default. If a breach or default occurs under any of the Guaranteed Leases and such breach or default remains uncured after any applicable notice and cure period, then UltraSxxx Xxx, at its election, shall have the following non-exclusive remedies: (a) Ultra Sxxx Xxx shall be entitled to all of the rights and remedies which Ultra Sxxx Xxx may have under this Agreement or any other Contract or at law or in equity; (ib) Ultra Sxxx Xxx shall have the right to terminate the assignment to Delta HBI or its applicable Subsidiary of Ultra’s Sxxx Xxx’x or its applicable Subsidiary’s right, title and interest in and to the Guaranteed Lease with respect to which there exists a default following any notice and cure period provided for in such Guaranteed Lease, which right Ultra Sxxx Xxx shall exercise by written notice to DeltaHBI. Provided that the Landlord consented in the Landlord’s Consent to the re-assignment of the Guaranteed Lease to Sxxx Xxx or such Guaranteed Lease is not a Lease Requiring Consent, upon receiving such notice from UltraSxxx Xxx, such assignment shall be of no further force and effect; and Delta HBI shall assign or otherwise transfer, or cause its applicable Subsidiary to assign or otherwise transfer, to Ultra Sxxx Xxx all of Delta HBI or such Subsidiary’s right, title and interest in and to such Guaranteed Lease and any related improvements and fixtures (but excluding any furnishings, trade fixtures and business equipment) used in connection with the Leased Real Property demised under such Guaranteed Lease (collectively, the “Related Property”). If a Landlord did not consent in the Landlord’s Consent to the re-assignment of the Guaranteed Lease to Sxxx Xxx and such Guaranteed Lease is a Lease Requiring Consent, then Ultra Sxxx Xxx may seek Landlord’s consent to reassignment re-assignment of the Lease to Ultra Sxxx Xxx at DeltaHBI’s sole cost and expense, and, upon the receipt of such consent, Ultra HBI (or its Subsidiary) shall perform such assignment and transfer called for in the preceding sentence. (iic) If Ultra Sxxx Xxx exercises its right to terminate the assignment to Delta HBI of any Guaranteed Lease, Ultra Sxxx Xxx shall have the immediate right to possession and use of the Leased Real Property with respect to which such breach or event of default exists and any Related Property associated with such Leased Real Property, and, upon receiving the notice of termination of such Guaranteed Lease from UltraSxxx Xxx, Delta HBI shall quit and vacate, or shall cause its applicable Subsidiary and all other tenants and occupants of such Leased Real Property, to quit and vacate such Leased Real Property in accordance with the requirements of such Guaranteed Lease and Lease, broom clean, with all rubbish, debris and personal property belonging to Delta HBI or such Subsidiary, tenant or occupant (other than the Related Property) having been removed. If Delta HBI or any such Subsidiary, tenant or occupant shall fail to quit and vacate such Leased Real Property after receipt of such notice of termination in accordance with the requirements of the Guaranteed Lease, Ultra Sxxx Xxx shall have all rights and remedies available at law and in equity to evict DeltaHBI, or such Subsidiary, tenant or occupant from such Leased Real PropertyPremises. (iiid) DeltaHBI, for itself and as agent for each of its Subsidiaries, hereby irrevocably constitutes and appoints Ultra Sxxx Xxx its true and lawful attorney-in-fact for the purpose of carrying out the terms and provisions of this Section 4.2 Agreement after a breach or default under this Agreement or under any Guaranteed Lease (which continues after the giving of any notice and the expiration of any cure period provided under such Guaranteed Lease), in DeltaHBI’s or such Subsidiary’s name and stead, (i) to secure and maintain the use and possession of any Leased Real Properties with respect to which any breach or event of default exists under any Guaranteed Lease and any Related Property, ; (ii) to take any and all actions which Ultra Sxxx Xxx reasonably deems necessary to protect, maintain and secure its interest in any such Leased Real Property and Related Property, ; and (iii) to put and substitute one or more agents, attorney or attorneys-in-fact for Delta HBI or any such Subsidiary to do, execute, perform and finish for Delta HBI or such Subsidiary those matters which shall be reasonably necessary or advisable, or which DeltaHBI’s agent, attorney-in-fact or its substitute shall deem reasonably necessary or advisable, with respect to such Leased Real Property or Related Property, including, without limitation, executing on behalf of Delta HBI any instrument deemed necessary or advisable by Ultra Sxxx Xxx to evidence the termination of the previous assignment, and the assignment of DeltaHBI’s or its Subsidiary’s rights, title and interests in and to such Guaranteed Lease under this Section 4.22.2, as thoroughly, amply and fully as Delta HBI could do personally. All such powers of attorney shall be deemed coupled with an interest and shall be irrevocable.

Termination of Assignment Upon Breach or Event of Default. If a breach or default occurs under any of the Guaranteed Leases and such breach or default remains uncured after any applicable notice and cure period, then UltraCSC, at its election, shall have the following non-exclusive remedies: (a) Ultra CSC shall be entitled to all of the rights and remedies which Ultra CSC may have under this Agreement or any other Contract or at law or in equity; (ib) Ultra CSC shall have the right to terminate the assignment to Delta Computer Sciences GS or its applicable Subsidiary of UltraCSC’s or its applicable Subsidiary’s right, title and interest in and to the Guaranteed Lease with respect to which there exists a default following any notice and cure period provided for in such Guaranteed Lease, which right Ultra CSC shall exercise by written notice to DeltaComputer Sciences GS. Provided that such Guaranteed Lease is not a Lease Requiring Consent, upon receiving such notice from UltraCSC, such assignment shall be of no further force and effect; and Delta Computer Sciences GS shall assign or otherwise transfer, or cause its applicable Subsidiary to assign or otherwise transfer, to Ultra CSC all of Delta Computer Sciences GS or such Subsidiary’s right, title and interest in and to such Guaranteed Lease and any related improvements and fixtures (but excluding any furnishings, trade fixtures and business equipment) used in connection with the Leased Real Property demised under such Guaranteed Lease (collectively, the “Related Property”). If such Guaranteed Lease is a Lease Requiring Consent, then Ultra CSC may seek Landlord’s consent to reassignment re-assignment of the Lease to Ultra CSC at DeltaComputer Sciences GS’s sole cost and expense, and, upon the receipt of such consent, Ultra Computer Sciences GS (or its Subsidiary) shall perform such assignment and transfer called for in the preceding sentence. (iic) If Ultra CSC exercises its right to terminate the assignment to Delta Computer Sciences GS of any Guaranteed Lease, Ultra CSC shall have the immediate right to possession and use of the Leased Real Property with respect to which such breach or event of default exists and any Related Property associated with such Leased Real Property, and, upon receiving the notice of termination of such Guaranteed Lease from UltraCSC, Delta Computer Sciences GS shall quit and vacate, or shall cause its applicable Subsidiary and all other tenants and occupants of such Leased Real Property, to quit and vacate such Leased Real Property in accordance with the requirements of such Guaranteed Lease and broom clean, with all rubbish, debris and personal property belonging to Delta Computer Sciences GS or such Subsidiary, tenant or occupant (other than the Related Property) having been removed. If Delta Computer Sciences GS or any such Subsidiary, tenant or occupant shall fail to quit and vacate such Leased Real Property after receipt of such notice of termination in accordance with the requirements of the Guaranteed Lease, Ultra CSC shall have all rights and remedies available at law and in equity to evict DeltaComputer Sciences GS, or such Subsidiary, tenant or occupant from such Leased Real PropertyPremises. (iii) Delta, for itself and as agent for each of its Subsidiaries, hereby irrevocably constitutes and appoints Ultra its true and lawful attorney-in-fact for the purpose of carrying out the terms and provisions of this Section 4.2 after a breach or default under this Agreement or under any Guaranteed Lease (which continues after the giving of any notice and the expiration of any cure period provided under such Guaranteed Lease), in Delta’s or such Subsidiary’s name and stead, (i) to secure and maintain the use and possession of any Leased Real Properties with respect to which any breach or event of default exists under any Guaranteed Lease and any Related Property, (ii) to take any and all actions which Ultra reasonably deems necessary to protect, maintain and secure its interest in any such Leased Real Property and Related Property, and (iii) to put and substitute one or more agents, attorney or attorneys-in-fact for Delta or any such Subsidiary to do, execute, perform and finish for Delta or such Subsidiary those matters which shall be reasonably necessary or advisable, or which Delta’s agent, attorney-in-fact or its substitute shall deem reasonably necessary or advisable, with respect to such Leased Real Property or Related Property, including, without limitation, executing on behalf of Delta any instrument deemed necessary or advisable by Ultra to evidence the termination of the previous assignment, and the assignment of Delta’s or its Subsidiary’s rights, title and interests in and to such Guaranteed Lease under this Section 4.2, as thoroughly, amply and fully as Delta could do personally. All such powers of attorney shall be deemed coupled with an interest and shall be irrevocable.