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Term of Agreement Clause Example with 18 Variations from Business Contracts
This page contains Term of Agreement clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes have been indefeasibly paid in full and all other Obligations have been paid or discharged; provided, however, that all indemnities of the Debtor contained in this Agreement shall survive and remain operative and in full force and effect regardless of the termination of this Agreement. 16 15. Power of Attorney; Further Assurances. (a) The Debtor authorizes the Agent, and does hereby make, ...constitute and appoint the Agent and its officers, agents, successors or assigns with full power of substitution, as such Debtor's true and lawful attorney-in-fact, with power, in the name of the Agent or such Debtor, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, checks, drafts, money orders or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; (ii) to sign and endorse any financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; (v) to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, at the option of the Agent, and at the expense of the Debtor, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent deems necessary to protect, preserve and realize upon the Collateral and the Security Interests granted therein in order to effect the intent of this Agreement and the Notes all as fully and effectually as the Debtor might or could do; and the Debtor hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor will make, execute, acknowledge, deliver, file and record, as the case may be, with the proper filing and recording agencies in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, to perfect the Security Interests granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent the grant or perfection of a perfected security interest in all the Collateral under the UCC. (c) The Debtor hereby irrevocably appoints the Agent as the Debtor's attorney-in-fact, with full authority in the place and instead of the Debtor and in the name of the Debtor, from time to time in the Agent's discretion, to take any action and to execute any instrument which the Agent may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding.
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MassRoots, Inc. contract
Variations of a "Term of Agreement" Clause from Business Contracts
Term of Agreement. This Agreement and the Security Interests Interest shall terminate on the date on which all payments under the Notes have Secured Note has been indefeasibly paid made in full and all other Obligations have been paid or discharged; provided, however, that all indemnities discharged. Upon such termination, the Secured Party, at the request and at the expense of the Debtor contained Company, will join in this Agreement shall survive executing any termination statement with respect to any financing ...statement executed and remain operative and in full force and effect regardless of the termination of filed pursuant to this Agreement. 16 15. 7 11. Power of Attorney; Further Assurances. (a) The Debtor Company authorizes the Agent, Secured Party, and does hereby make, constitute and appoint the Agent Secured Party, and its their respective officers, agents, successors or assigns with full power of substitution, as such Debtor's the Company's true and lawful attorney-in-fact, with power, in its own name or in the name of the Agent or such Debtor, Company, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, notes, checks, drafts, money orders orders, or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any UCC financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; and (v) generally, to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, do, at the option of the Agent, Secured Party, and at the expense of the Debtor, Company's expense, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent deems Secured Party deem necessary to protect, preserve and realize upon the Collateral and the Security Interests Interest granted therein in order to effect the intent of this Agreement and the Notes Secured Note all as fully and effectually as the Debtor Company might or could do; and the Debtor Company hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor Company will make, execute, acknowledge, deliver, file and record, as the case may be, with in the proper filing and recording agencies places in any jurisdiction, including, without limitation, the jurisdictions jurisdiction indicated on Schedule C B, attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, Secured Party, to perfect the Security Interests Interest granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Secured Party the grant or perfection of a perfected security interest in all the Collateral under the UCC. Collateral. (c) The Debtor Company hereby irrevocably appoints the Agent Secured Party as the Debtor's Company's attorney-in-fact, with full authority in the place and instead stead of the Debtor Company and in the name of the Debtor, Company, from time to time in the Agent's Secured Party' discretion, to take any action and to execute any instrument which the Agent Secured Party may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor the Company where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. law.
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ADIAL PHARMACEUTICALS, INC. contract
Term of Agreement. This Agreement and the Security Interests Liens granted hereby shall terminate on the date on which all payments under the Notes Credit Agreements have been indefeasibly paid in full and all other Obligations have been paid or discharged; provided, however, that all indemnities of the Debtor Company contained in this Agreement shall survive and remain operative and in full force and effect regardless of the repayment of the Obligations, the termination of this Agreement or the resignation or rem...oval of the Agent. Upon such termination, the Agent, at the written request and expense of the Company, will promptly execute and deliver to the Company a proper instrument or instruments (including UCC termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to the Company (without recourse and without any representation or warranty) such of the Pledged Collateral as may be in the possession of the Agent and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement. 16 11 15. Power of Attorney; Further Assurances. (a) The Debtor Company authorizes the Agent, Secured Party, acting on behalf of itself and the Lenders, as set forth herein, and does hereby make, constitute and appoint the Agent and its officers, agents, successors or assigns with full power of substitution, as such Debtor's the Company's true and lawful attorney-in-fact, with power, in the name of the Agent or such Debtor, the Company, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, checks, drafts, money orders or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; (ii) to sign and endorse any financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; (v) to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, at the option of the Agent, Agent (or at the direction of the Lenders), and at the expense of the Debtor, Company, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent deems or the Lenders deem necessary to protect, preserve and realize upon the Collateral and the Security Interests security interests granted therein in order to effect the intent of this Agreement and the Notes Credit Agreements all as fully and effectually as the Debtor Company might or could do; and the Debtor Company hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor Company is subject or to which the Debtor Company is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor will make, execute, acknowledge, deliver, file and record, as the case may be, with the proper filing and recording agencies in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, to perfect the Security Interests granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent the grant or perfection of a perfected security interest in all the Collateral under the UCC. (c) The Debtor Company hereby irrevocably appoints the Agent as the Debtor's Company's attorney-in-fact, with full authority in the place and instead of the Debtor Company and in the name of the Debtor, from time to time in the Agent's discretion, Company, to take any action and to execute any instrument which the Agent or the Lenders may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, filing of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor the Company where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, law and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding.
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Pacific Ethanol, Inc. contract
Term of Agreement. This Agreement and the Security Interests Interest shall terminate on the date on which all payments under the Notes Note and the Purchase Agreement have been indefeasibly paid made in full and all other Obligations have been paid or discharged; provided, however, that all indemnities discharged. Upon such termination, the Secured Party, at the request and at the expense of the Debtor contained Company, will join in this Agreement shall survive executing any termination statement with respect to... any financing statement executed and remain operative and in full force and effect regardless of the termination of filed pursuant to this Agreement. 16 15. 5 12. Power of Attorney; Further Assurances. (a) The Debtor Company authorizes the Agent, Secured Party, and does hereby make, constitute and appoint the Agent it, and its respective officers, agents, successors or assigns with full power of substitution, as such Debtor's the Company's true and lawful attorney-in-fact, with power, in its own name or in the name of the Agent or such Debtor, Company, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, notes, checks, drafts, money orders orders, or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any UCC financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; and (v) generally, to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, do, at the option of the Agent, Secured Party, and at the expense of the Debtor, Company's expense, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent Secured Party deems necessary to protect, preserve and realize upon the Collateral and the Security Interests Interest granted therein in order to effect the intent of this Agreement Agreement, the Note and the Notes Purchase Agreement, all as fully and effectually as the Debtor Company might or could do; and the Debtor Company hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor Company will make, execute, acknowledge, deliver, file and record, as the case may be, with in the proper filing and recording agencies places in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C B, attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, Secured Party, to perfect the Security Interests Interest granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Secured Party the grant or perfection of a perfected security interest in all the Collateral under the UCC. Collateral. (c) The Debtor Company hereby irrevocably appoints the Agent Secured Party as the Debtor's Company's attorney-in-fact, with full authority in the place and instead stead of the Debtor Company and in the name of the Debtor, Company, from time to time in the Agent's Secured Party's discretion, to take any action and to execute any instrument which the Agent Secured Party may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor the Company where permitted by law, which financing statements may (but need not) describe law. (d) The Company shall execute such additional agreements and documents necessary or advisable to accomplish the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term purposes of this Agreement and thereafter as long as any of the Obligations shall be outstanding. Agreement.
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Thinspace Technology, Inc. contract
Term of Agreement. This Agreement and the Security Interests Interest shall terminate on the date on which all payments under the Notes have been indefeasibly paid made in full and all other Obligations have been paid or discharged; provided, however, that all indemnities discharged. Upon such termination, the Secured Party, at the request and at the expense of the Debtor contained Company, will join in this Agreement shall survive executing any termination statement with respect to any financing statement execute...d and remain operative and in full force and effect regardless of the termination of filed pursuant to this Agreement. 16 15. 7 12. Power of Attorney; Further Assurances. (a) The Debtor Company authorizes the Agent, Secured Party, and does hereby make, constitute and appoint the Agent it, and its respective officers, agents, successors or assigns with full power of substitution, as such Debtor's the Company's true and lawful attorney-in-fact, with power, in its own name or in the name of the Agent or such Debtor, Company, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, notes, checks, drafts, money orders orders, or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any UCC financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; and (v) generally, to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, do, at the option of the Agent, Secured Party, and at the expense of the Debtor, Company's expense, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent Secured Party deems necessary to protect, preserve and realize upon the Collateral and the Security Interests Interest granted therein in order to effect the intent of this Agreement Agreement, the Notes and the Notes Warrants, all as fully and effectually as the Debtor Company might or could do; and the Debtor Company hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor Company will make, execute, acknowledge, deliver, file and record, as the case may be, with in the proper filing and recording agencies places in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C B, attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, Secured Party, to perfect the Security Interests Interest granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Secured Party the grant or perfection of a perfected security interest in all the Collateral under the UCC. Collateral. (c) The Debtor Company hereby irrevocably appoints the Agent Secured Party as the Debtor's Company's attorney-in-fact, with full authority in the place and instead stead of the Debtor Company and in the name of the Debtor, Company, from time to time in the Agent's Secured Party's discretion, to take any action and to execute any instrument which the Agent Secured Party may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor the Company where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. law.
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Investview, Inc. contract
Term of Agreement. This Agreement and the Security Interests Interest shall terminate on the date on which all payments under the Notes Debentures have been indefeasibly paid made in full and all other Obligations have been paid or discharged; provided, however, that all indemnities discharged. Upon such termination, the Secured Party, at the request and at the expense of the Debtor contained Company, will join in this Agreement shall survive executing any termination statement with respect to any financing statem...ent executed and remain operative and in full force and effect regardless of the termination of filed pursuant to this Agreement. 16 15. 7 12. Power of Attorney; Further Assurances. (a) The Debtor Company authorizes the Agent, Secured Party, and does hereby make, constitute and appoint the Agent it, and its respective officers, agents, successors or assigns with full power of substitution, as such Debtor's the Company's true and lawful attorney-in-fact, with power, in its own name or in the name of the Agent or such Debtor, Company, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, notes, checks, drafts, money orders orders, or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any UCC financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; and (v) generally, to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, do, at the option of the Agent, Secured Party, and at the expense of the Debtor, Company's expense, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent Secured Party deems necessary to protect, preserve and realize upon the Collateral and the Security Interests Interest granted therein in order to effect the intent of this Agreement Agreement, the Debentures and the Notes Warrants, all as fully and effectually as the Debtor Company might or could do; and the Debtor Company hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor Company will make, execute, acknowledge, deliver, file and record, as the case may be, with in the proper filing and recording agencies places in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C B, attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, Secured Party, to perfect the Security Interests Interest granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Secured Party the grant or perfection of a perfected security interest in all the Collateral under the UCC. Collateral. (c) The Debtor Company hereby irrevocably appoints the Agent Secured Party as the Debtor's Company's attorney-in-fact, with full authority in the place and instead stead of the Debtor Company and in the name of the Debtor, Company, from time to time in the Agent's Secured Party's discretion, to take any action and to execute any instrument which the Agent Secured Party may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor the Company where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. law.
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Ipsidy Inc. contract
Term of Agreement. This Agreement and the Security Interests Interest shall terminate on the date on which all payments under the Notes have been indefeasibly paid made in full and all other Obligations have been paid or discharged; provided, however, that all indemnities discharged. Upon such termination, the Secured Parties, at the request and at the expense of the Debtor contained Company, will join in this Agreement shall survive executing any termination statement with respect to any financing statement execu...ted and remain operative and in full force and effect regardless of the termination of filed pursuant to this Agreement. 16 15. 9 13. Power of Attorney; Further Assurances. (a) The Debtor Company authorizes the Collateral Agent, and does hereby make, constitute and appoint the Agent it, and its respective officers, agents, successors or assigns with full power of substitution, as such Debtor's the Company's true and lawful attorney-in-fact, with power, in its own name or in the name of the Agent or such Debtor, Company, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, notes, checks, drafts, money orders orders, or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; (ii) Collateral Agent;(ii) to sign and endorse any UCC financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) Collateral;(iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) Collateral;(iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; and (v) generally, to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, do, at the option of the Collateral Agent, and at the expense of the Debtor, Company's expense, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Collateral Agent deems necessary to protect, preserve and realize upon the Collateral and the Security Interests Interest granted therein in order to effect the intent of this Agreement Agreement, Credit Facility Agreement, and the Notes Notes, all as fully and effectually as the Debtor Company might or could do; and the Debtor Company hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor Company will make, execute, acknowledge, deliver, file and record, as the case may be, with in the proper filing and recording agencies places in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Collateral Agent, to perfect the Security Interests Interest granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Collateral Agent the grant or perfection of a perfected security interest in all of the Collateral under the UCC. Collateral. (c) The Debtor Company hereby irrevocably appoints the Collateral Agent as the Debtor's Company's attorney-in-fact, with full authority in the place and instead stead of the Debtor Company and in the name of the Debtor, from time to time in Company, for the Agent's discretion, to take sole purpose of taking any action and to execute executing any instrument which the Collateral Agent may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, filing of one or more financing or continuation statements and amendments thereto, statements, relative to any of the Collateral without the signature of such Debtor the Company where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. law.
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Flux Power Holdings, Inc. contract
Term of Agreement. This Agreement and the Security Interests Interest shall terminate on the date on which all payments under the Notes Debentures have been indefeasibly paid made in full or have been satisfied and all other Obligations have been paid or discharged; provided, however, that all indemnities discharged. Upon such termination, each Secured Party, at the request and at the expense of the Debtor contained Debtors, will join in this Agreement shall survive executing any termination statement or similar s...tatement with respect to any financing statement or other security instrument executed and remain operative and in full force and effect regardless of the termination of filed pursuant to this Agreement. 16 15. 9 12. Power of Attorney; Further Assurances. (a) The Each Debtor authorizes the Agent, Required Holders, and the Agent acting pursuant to the written instructions of the Required Holders, and does hereby make, constitute and appoint the Agent Agent, acting on behalf of and its pursuant to the written instructions of the Required Holders, and each of the Agent's officers, agents, successors or assigns with full power of substitution, as such Debtor's true and lawful attorney-in-fact, with power, in the name of the Required Holders, the Agent or such Debtor, to, after the occurrence and during the continuance of an Event of Default, (i) to endorse any note, checks, drafts, money orders or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; and (v) generally, to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, do, at the option of the Agent, Required Holders, and at the expense of the Debtor, Debtors, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Required Holders or the Agent deems acting on their behalf, deem necessary to protect, preserve and realize upon the Collateral and the Security Interests Interest granted therein in order to effect the intent of this Agreement and the Notes Debentures all as fully and effectually as the Debtor Debtors might or could do; and the each Debtor hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the each Debtor will make, execute, acknowledge, deliver, file and record, as the case may be, with the proper filing and recording agencies in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, to perfect the Security Interests Interest granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Required Holders the grant or perfection of a perfected first priority security interest in all the Collateral under the UCC. UCC (other than with respect to the oil and gas real property that forms a part of the Collateral, in which will be created a perfected security interest in such property; provided however, each Debtor has no knowledge of any prior liens on such oil and gas interests such that alone or in the aggregate would that would be materially adverse to the interests of the Secured Parties thereon). (c) The Each Debtor hereby irrevocably appoints the Required Holders and the Agent acting on their behalf, as the Debtor's attorney-in-fact, with full authority in the place and instead of the Debtor and in the name of the Debtor, from time to time in the Required Holders' or the Agent's discretion, to take any action and to execute any instrument which the Required Holders or the Agent may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, law. 10 13. Notices. All notices, requests, demands and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and other communications hereunder shall be irrevocable for subject to the term of this Agreement and thereafter as long as any notice provision of the Obligations shall be outstanding. Guaranty or Securities Purchase Agreement as applicable.
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Found in
Guardian 8 Holdings contract
Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes Note have been indefeasibly paid in full and all other Obligations have been paid or discharged; provided, however, that all indemnities of the Debtor Company contained in this Agreement shall survive and remain operative and in full force and effect regardless of the termination of this Agreement. 16 15. -11- 13. Power of Attorney; Further Assurances. (a) The Debtor Company authorizes the... Agent, Secured Party, and does hereby make, constitute and appoint the Agent Secured Party and its officers, agents, successors or assigns with full power of substitution, as such Debtor's the Company's true and lawful attorney-in-fact, with power, in the name of the Agent Secured Party or such Debtor, the Company, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, checks, drafts, money orders or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; (v) to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, at the option of the Agent, Secured Party, and at the expense of the Debtor, Company, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent Secured Party deems necessary to protect, preserve and realize upon the Collateral and the Security Interests granted therein in order to effect the intent of this Agreement and the Notes Note all as fully and effectually as the Debtor Company might or could do; and the Debtor Company hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor Company is subject or to which the Debtor Company is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each the Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor Company will make, execute, acknowledge, deliver, file and record, as the case may be, with the proper filing and recording agencies in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, Secured Party, to perfect the Security Interests granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Secured Party the grant or perfection of a perfected security interest in all the Collateral under the UCC. (c) The Debtor Company hereby irrevocably appoints the Agent Secured Party as the Debtor's Company's attorney-in-fact, with full authority in the place and instead of the Debtor Company and in the name of the Debtor, Company, from time to time in the Agent's Secured Party's discretion, to take any action and to execute any instrument which the Agent Secured Party may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor the Company where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. Secured Party. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding.
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Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes Note have been indefeasibly paid in full and all other Obligations (other than inchoate indemnity and expense obligations as to which no claim has been made) have been paid or discharged; provided, however, that all indemnities of the Debtor Debtors contained in this Agreement shall survive and remain operative and in full force and effect regardless of the termination of this Agreement. 1...6 15. Power of Attorney; Further Assurances. (a) The Each Debtor authorizes the Agent, Secured Party, and does hereby make, constitute and appoint the Agent Secured Party and its officers, agents, successors or assigns with full power of substitution, as such Debtor's true and lawful attorney-in-fact, with power, in the name of the Agent Secured Party or such Debtor, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, checks, drafts, money orders or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; (v) to transfer any Intellectual Property pledged as Collateral or provide licenses respecting any Intellectual Property; Property pledged as Collateral; and (vi) generally, at the option of the Agent, Secured Party, and at the expense of the Debtor, Debtors, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent Secured Party deems necessary to protect, preserve and realize upon the Collateral and the Security Interests granted therein in order to effect the intent of this Agreement and the Notes Note all as fully and effectually as the Debtor Debtors might or could do; do, and the each Debtor hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the any Debtor is subject or to which the any Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each the Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property pledged as Collateral with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the each Debtor will make, execute, acknowledge, deliver, file and record, as the case may be, with the proper filing and recording agencies in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, Secured Party, to perfect the Security Interests granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Secured Party the grant or perfection of a perfected security interest in all the Collateral under the UCC. (c) The Debtor hereby irrevocably appoints the Agent as the Debtor's attorney-in-fact, with full authority in the place and instead of the Debtor and in the name of the Debtor, from time to time in the Agent's discretion, to take any action and to execute any instrument which the Agent may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding.
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LiveXLive Media, Inc. contract
Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes Note have been indefeasibly paid in full and all other Obligations have been paid or discharged; provided, however, that all indemnities of the Debtor contained in this Agreement shall survive and remain operative and in full force and effect regardless of the termination of this Agreement. 16 -16- 15. Power of Attorney; Further Assurances. (a) The Debtor authorizes the Agent, Secured Part...y, and does hereby make, constitute and appoint the Agent Secured Party and its officers, agents, successors or assigns with full power of substitution, as such Debtor's true and lawful attorney-in-fact, with power, in the name of the Agent Secured Party or such Debtor, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, checks, drafts, money orders or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; (v) to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, at the option of the Agent, Secured Party, and at the expense of the Debtor, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent Secured Party deems necessary to protect, preserve and realize upon the Collateral and the Security Interests granted therein in order to effect the intent of this Agreement and the Notes Note all as fully and effectually as the Debtor might or could do; do, including, without limitation, the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import; and Debtor hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor will make, execute, acknowledge, deliver, file and record, as the case may be, with the proper filing and recording agencies in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, Secured Party, to perfect the Security Interests granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Secured Party the grant or perfection of a perfected security interest in all the Collateral under the UCC. (c) The Debtor hereby irrevocably appoints the Agent as the Debtor's attorney-in-fact, with full authority in the place and instead of the Debtor and in the name of the Debtor, from time to time in the Agent's discretion, to take any action and to execute any instrument which the Agent may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding.
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Found in
PeerStream, Inc. contract
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