Common use of Secured Party’s Rights and Remedies Clause in Contracts

Secured Party’s Rights and Remedies. (a) Each Secured Party shall have all rights and remedies available to it under the New Security Agreement and applicable law with respect to the security interests in any of the Intellectual Property Collateral or any other collateral. The Company agrees that such rights and remedies include, but are not limited to, the right of Secured Party as a secured party to sell or otherwise dispose of its collateral after default pursuant to the UCC. The Company agrees that Secured Party shall at all times have such royalty free licenses, to the extent permitted by law, for any Intellectual Property Collateral that shall be reasonably necessary to permit the exercise of any of Secured Party’s respective rights or remedies upon or after the occurrence of an Event of Default and shall additionally have the right to license and/or sublicense any Intellectual Property Collateral, whether general, special or otherwise, and whether on an exclusive or a nonexclusive basis, any of the Intellectual Property Collateral, throughout the world for such term or terms, on such conditions, and in such manner, as such Secured Party in its sole discretion shall determine in connection with the exercise of any of such rights or remedies. In addition to and without limiting any of the foregoing, upon the occurrence and during the continuance of an Event of Default, each Secured Party shall have the right but shall in no way be obligated to bring suit, or to take such other action as such Secured Party deems necessary or advisable, in the name of the Company or such Secured Party, to enforce or protect any of the Intellectual Property Collateral, in which event the Company shall, at the request of such Secured Party, do any and all lawful acts and execute any and all documents required by such Secured Party in aid of such enforcement. To the extent that Secured Party shall elect not to bring suit to enforce such Intellectual Property Collateral, the Company agrees to use all reasonable measures, whether by action, suit, proceeding or otherwise, to prevent the infringement, misappropriation or violations thereof by others and for that purpose agrees take commercially reasonable steps to maintain any action, suit or proceeding against any Person necessary to prevent such infringement, misappropriation or violation.

Secured Party’s Rights and Remedies. (a) Each If any Event of Default shall occur and be continuing, Secured Party shall have have, in addition to all other rights provided in the Notes, this Agreement and the related security documents and available at law and in equity, the rights and remedies available to it under the New Security Agreement and applicable law with respect to the security interests in any of the Intellectual Property Collateral or any other collateral. The Company agrees that such rights and remedies include, but are not limited to, the right of Secured Party as a secured party under the Uniform Commercial Code as in effect on the date of this Agreement in the State of Colorado, as amended from time to time, and any successor statute, and further, Secured Party may, without notice, demand or legal process of any kind (except as may be required by law), all of which Grantor waives, at any time or times, take physical possession of the Collateral and maintain such possession on Grantor’s premises at no cost to Secured Party, convert raw materials inventory to work-in-process inventory, convert work-in-process inventory to finished goods inventory, or remove the Collateral, or any part thereof, to such other place(s) as Secured Party may desire, or Grantor shall, upon Secured Party’s demand, at Grantor’s own cost and expense, assemble the Collateral and make it available to Secured Party, at a place convenient to Secured Party, and Secured Party may sell and deliver any or otherwise dispose all Collateral held by or for Secured Party at public or private sale(s), for cash, upon credit or otherwise, at such prices and upon such terms as Secured Party deems advisable, at Secured Party’s sole discretion, and may, postpone or adjourn any sale of its collateral after default pursuant the Collateral from time to time by an announcement at the UCCtime and place of sale or by announcement at the time and place of such postponed or adjourned sale, without being required to give a new notice of sale. The Company Grantor agrees that Secured Party shall at all times have such royalty free licenses, has no obligation to preserve rights to the extent permitted by law, for any Intellectual Property Collateral against prior parties. Grantor acknowledges that shall be reasonably necessary to permit the exercise of any of Secured Party’s respective rights or remedies upon or after the occurrence of an Event of Default and shall additionally have the right to license and/or sublicense any Intellectual Property Collateral, whether general, special or otherwise, and whether on an exclusive or a nonexclusive basis, any portions of the Intellectual Property CollateralCollateral could be difficult to preserve and dispose of and further subject to complex maintenance and management. Accordingly, throughout the world for such term or terms, on such conditions, and in such manner, as such Secured Party in its sole discretion shall determine in connection with the exercise of any of such rights or remedies. In addition to and without limiting any of the foregoing, upon the occurrence and during the continuance of an Event of Default, each Secured Party shall have the right but shall in no way be obligated widest possible latitude to bring suitpreserve and protect the Collateral and Secured Party’s security interest therein, or to take such other action as such Secured Party deems necessary or advisable, in the name of the Company or such and Secured Party, at its sole option, shall have the unqualified right to enforce appoint a receiver, without notice or protect any hearing, for the preservation, possession, protection and disposition of all or part of the Intellectual Property CollateralCollateral and the collection and protection for Secured Party of any proceeds of use or disposition of the Collateral and to do any other thing and exercise any other right or remedy which Secured Party may, with or without judicial process, do or exercise. Any requirement of reasonable notice shall be met if such notice is mailed postage prepaid to Grantor at its address as set forth in which event the Company shallNotes at least ten (10) days before the time of sale or other disposition. The proceeds of sale shall be applied first to all costs and expenses of sale, at including attorneys’ fees, and second to the request payment (in whatever order Secured Party elects) of such all Obligations. Secured Party will return any excess to Grantor and Grantor shall remain liable to Secured Party for any deficiency. Secured Party, do ’s rights and remedies under this Agreement shall be cumulative and not exclusive of any and all lawful acts and execute any and all documents required by such other right or remedy which Secured Party in aid of such enforcement. To the extent that Secured Party shall elect not to bring suit to enforce such Intellectual Property Collateral, the Company agrees to use all reasonable measures, whether by action, suit, proceeding or otherwise, to prevent the infringement, misappropriation or violations thereof by others and for that purpose agrees take commercially reasonable steps to maintain any action, suit or proceeding against any Person necessary to prevent such infringement, misappropriation or violationmay have.

Secured Party’s Rights and Remedies. (a) Each (i) Secured Party may at any time, notify any one or more of the account debtors of Debtor and other persons whose obligations to Debtor have been assigned, or in which Secured Party is granted a security interest, hereunder and any other party Secured Party deems appropriate of this Security Agreement, of the security interests and assignments contained herein, and that payments under such obligations or in respect thereof shall be made directly to Secured Party and/or to a lock box designated by Secured Party. If requested by Secured Party, debtor will so notify such account debtors and other persons. Secured Party may in its own name or in the name of Debtor communicate with such account debtors and other persons. Secured Party shall also have the right at any time to collect any money or property attributable to the interests of Debtor in the Collateral and to enforce, whether judicially or non-judicially, any and all of Debtor's rights and remedies available respecting such money or property and to it under apply the New Security Agreement same and/or the proceeds thereof as security for or in reduction of the Secured Obligations. The foregoing notwithstanding and applicable law with respect to the security interests without in any way limiting the generality of the Intellectual Property Collateral or any other collateral. The Company agrees that such rights provisions of this Security Agreement, Debtor and remedies include, but are not limited to, the right of Secured Party as a secured party to sell or otherwise dispose of its collateral after default pursuant to the UCC. The Company agrees agree that Secured Party shall at all times have such royalty free licenses, to not be liable in the extent permitted by law, for any Intellectual Property Collateral that shall be reasonably necessary to permit the exercise collection of any of Secured Party’s respective rights such money or remedies upon or after the occurrence of an Event of Default and shall additionally have the right to license and/or sublicense any Intellectual Property Collateralproperty, whether general, special or otherwise, and whether on an exclusive or a nonexclusive basis, any of the Intellectual Property Collateral, throughout the world for such term or terms, on such conditions, and in such manner, as such Secured Party in its sole discretion shall determine in connection with the exercise of any of such rights or remedies. In addition to and without limiting any of the foregoing, upon the occurrence and during the continuance of an Event of Default, each Secured Party shall have the right but shall in no way be obligated to bring suit, or to take such other action as such Secured Party deems necessary or advisable, in the name of the Company or such Secured Party, to enforce or protect any of the Intellectual Property Collateral, in which event the Company shall, at the request of such Secured Party, do any and all lawful acts and execute any and all documents required by such Secured Party in aid of such enforcement. To the extent except that Secured Party shall elect be obligated to apply the same as and when received for the account of Debtor and/or as security for or in reduction of the Secured Obligations, and it shall not be obligatory upon Secured Party to bring file suit or take other action to enforce such Intellectual Property Collateralany rights of Debtor hereby assigned or in which Secured Party is granted a security interest hereunder, the Company agrees unless Secured Party is requested so to use all reasonable measures, whether do by action, suit, proceeding or otherwiseDebtor and unless and until Secured Party is, to prevent its satisfaction, indemnified by Debtor against costs of court, attorney's fees, other expenses of collection and any and all other exposure of Secured Party in connection therewith. If pursuant to the infringementterms hereof Secured Party obtains possession of any property, misappropriation or violations thereof by others including money, and the same is held as security for that purpose agrees take commercially reasonable steps the Secured Obligations, same shall be deemed part of the Collateral and subject to maintain any action, suit or proceeding against any Person necessary to prevent such infringement, misappropriation or violationthe terms hereof.

Secured Party’s Rights and Remedies. (a) Each Secured Party shall have all rights and remedies available to it under the New Security Agreement and applicable law with respect to the security interests in any of the Intellectual Property Collateral or any other collateral. Notwithstanding any other provision herein to the contrary, each Secured Party acknowledges and agrees that it shall be subject to the provisions of Sections 7.3 and 7.17 of the New Security Agreement for purposes for enforcing this Agreement. The Company agrees that such rights and remedies include, but are not limited to, the right of Secured Party as a secured party to sell or otherwise dispose of its collateral after default pursuant to the UCC. The Company agrees that Secured Party shall at all times have such royalty free licenses, to the extent permitted by law, for any Intellectual Property Collateral that shall be reasonably necessary to permit the exercise of any of Secured Party’s respective rights or remedies upon or after the occurrence of an Event of Default and shall additionally have the right to license and/or sublicense any Intellectual Property Collateral, whether general, special or otherwise, and whether on an exclusive or a nonexclusive basis, any of the Intellectual Property Collateral, throughout the world for such term or terms, on such conditions, and in such manner, as such Secured Party in its sole discretion shall determine in connection with the exercise of any of such rights or remedies. In addition to and without limiting any of the foregoing, upon the occurrence and during the continuance of an Event of Default, each Secured Party shall have the right but shall in no way be obligated to bring suit, or to take such other action as such Secured Party deems necessary or advisable, in the name of the Company or such Secured Party, to enforce or protect any of the Intellectual Property Collateral, in which event the Company shall, at the request of such Secured Party, do any and all lawful acts and execute any and all documents required by such Secured Party in aid of such enforcement. To the extent that Secured Party shall elect not to bring suit to enforce such Intellectual Property Collateral, the Company agrees to use all reasonable measures, whether by action, suit, proceeding or otherwise, to prevent the infringement, misappropriation or violations thereof by others and for that purpose agrees take commercially reasonable steps to maintain any action, suit or proceeding against any Person necessary to prevent such infringement, misappropriation or violation.

Secured Party’s Rights and Remedies. (a) Each After an Event of Default occurs, Secured Party shall will have all rights and remedies available to it under the New Security Agreement and applicable law with respect to the security interests in any of the Intellectual Property Collateral or any other collateral. The Company agrees that such rights and remedies include, but are not limited to, the right of Secured Party as a secured party to sell or otherwise dispose of its collateral after default pursuant to under the UCCUCC and other applicable law. The Company agrees that Secured Party shall may, without waiving any default, do anything Debtor is required to do by this Agreement and fails to do. Secured Party may require Debtor to assemble the Collateral and make it available at all times have such royalty free licenses, to a reasonably convenient place Secured Party designates. Except for the extent permitted by law, for any Intellectual Property Collateral that shall be reasonably necessary to permit the exercise safe custody of any of Collateral in its possession and accounting for moneys actually received by it, Secured Party’s respective rights or remedies upon or after the occurrence of an Event of Default and shall additionally Party will have the right no duty as to license and/or sublicense any Intellectual Property Collateral, whether general, special or otherwise, and whether on an exclusive or a nonexclusive basis, including any of the Intellectual Property Collateral, throughout the world for such term or terms, on such conditions, and in such manner, as such duty to preserve rights against prior parties. Debtor irrevocably appoints Secured Party Debtor's attorney-in-fact to endorse any checks or other instruments included in its sole discretion shall determine in connection with the exercise of any of such rights or remedies. In addition to and without limiting any of the foregoing, upon the occurrence and during the continuance of an Event of Default, each Secured Party shall have the right but shall in no way be obligated to bring suitCollateral, or to take such any other action as such to enforce, collect or compromise the Collateral. Secured Party deems necessary is not required to take possession of any Collateral prior to any sale, nor to have any Collateral present at any sale. Secured Party may sell part of the Collateral without waiving its right to proceed against the remaining Collateral. If any sale is not completed or advisable, is defective in the name opinion of the Company or such Secured Party, Secured Party may make a subsequent sale of the same Collateral. Any xxxx of sale or other instrument evidencing any foreclosure sale will be prima facie evidence of factual matters stated or recited therein. If a sale of Collateral is conducted in conformity with customary practices of banks disposing of similar property, the sale will be deemed commercially reasonable, but Secured Party will have no obligation to enforce advertise or protect to sell Collateral on credit. Written notice to Debtor mailed 10 days prior to public or private sale is reasonable notice. By exercising its rights, Secured Party will not become liable for, and Debtor will not be released from, any of Debtor's duties or obligations under the Intellectual Property contracts and agreements included in the Collateral. Secured Party may purchase Collateral at any public sale, and may credit the purchase price against the Obligations. All remedies in which event the Company shall, at the request this Agreement are cumulative of such Secured Party, do any and all lawful acts other legal, equitable or contractual remedies available to Secured Party. Debtor WAIVES any rights to a marshaling of assets or sale in inverse order of alienation, and execute any and all documents required by such Secured Party rights to notice except as provided in aid of such enforcement. To the extent that Secured Party shall elect not to bring suit to enforce such Intellectual Property Collateral, the Company agrees to use all reasonable measures, whether by action, suit, proceeding or otherwise, to prevent the infringement, misappropriation or violations thereof by others and for that purpose agrees take commercially reasonable steps to maintain any action, suit or proceeding against any Person necessary to prevent such infringement, misappropriation or violationUCC.

Secured Party’s Rights and Remedies. (a) Each After an Event of Default occurs, Secured Party shall will have all rights and remedies available to it under the New Security Agreement and applicable law with respect to the security interests in any of the Intellectual Property Collateral or any other collateral. The Company agrees that such rights and remedies include, but are not limited to, the right of Secured Party as a secured party to sell or otherwise dispose of its collateral after default pursuant to under the UCCUCC and other applicable law. The Company agrees that Secured Party shall may, without waiving any default, do anything Debtor is required to do by this Agreement and fails to do. Secured Party may require Debtor to assemble the Collateral and make it available at all times have such royalty free licenses, to a reasonably convenient place Secured Party designates. Except for the extent permitted by law, for any Intellectual Property Collateral that shall be reasonably necessary to permit the exercise safe custody of any of Collateral in its possession and accounting for moneys actually received by it, Secured Party’s respective rights or remedies upon or after the occurrence of an Event of Default and shall additionally Party will have the right no duty as to license and/or sublicense any Intellectual Property Collateral, whether general, special or otherwise, and whether on an exclusive or a nonexclusive basis, including any of the Intellectual Property Collateral, throughout the world for such term or terms, on such conditions, and in such manner, as such duty to preserve rights against prior parties. Debtor irrevocably appoints Secured Party Debtor's attorney-in-fact to endorse any checks or other instruments included in its sole discretion shall determine in connection with the exercise of any of such rights or remedies. In addition to and without limiting any of the foregoing, upon the occurrence and during the continuance of an Event of Default, each Secured Party shall have the right but shall in no way be obligated to bring suitCollateral, or to take such any other action as such to enforce, collect or compromise the Collateral. Secured Party deems necessary is not required to take possession of any Collateral prior to any sale, nor to have any Collateral present at any sale. Secured Party may sell part of the Collateral without waiving its right to proceed against the remaining Collateral. If any sale is not completed or advisable, is defective in the name opinion of the Company or such Secured Party, Secured Party may make a subsequent sale of the same Collateral. Any xxxx of sale or other instrument evidencing any foreclosure sale will be prima facie evidence of factual matters stated or recited therein. If a sale of Collateral is conducted in conformity with customary practices of banks disposing of similar property, the sale will be deemed commercially reasonable, but Secured Party will have no obligation to enforce advertise or protect to sell Collateral on credit. Written notice to Debtor mailed 10 days prior to public or private sale is reasonable notice. By exercising its rights, Secured Party will not become liable for, and Debtor will not be released from, any of Debtor's duties or obligations under the Intellectual Property contracts and agreements included in the Collateral. Secured Party may purchase Collateral at any public sale, and may credit the purchase price against the Obligations. All remedies in which event the Company shall, at the request this Agreement are cumulative of such Secured Party, do any and all lawful acts other legal, equitable or contractual remedies available to Secured Party. Debtor WAIVES any rights to a marshalling of assets or sale in inverse order of alienation, and execute any and all documents required by such Secured Party rights to notice except as provided in aid of such enforcement. To the extent that Secured Party shall elect not to bring suit to enforce such Intellectual Property Collateral, the Company agrees to use all reasonable measures, whether by action, suit, proceeding or otherwise, to prevent the infringement, misappropriation or violations thereof by others and for that purpose agrees take commercially reasonable steps to maintain any action, suit or proceeding against any Person necessary to prevent such infringement, misappropriation or violationUCC.

Secured Party’s Rights and Remedies. (a) Each After an Event of Default occurs, Secured Party shall will have all rights and remedies available to it under the New Security Agreement and applicable law with respect to the security interests in any of the Intellectual Property Collateral or any other collateral. The Company agrees that such rights and remedies include, but are not limited to, the right of Secured Party as a secured party to sell or otherwise dispose of its collateral after default pursuant to under the UCCUCC and other applicable law. The Company agrees that Secured Party shall may, without waiving any default, do anything Debtor is required to do by this Agreement but fails to do. Secured Party may require Debtor to assemble the Collateral and make it available at all times have such royalty free licenses, to a reasonably convenient place Secured Party designates. Except for the extent permitted by law, for any Intellectual Property Collateral that shall be reasonably necessary to permit the exercise safe custody of any of Collateral in its possession and accounting for moneys actually received by it, Secured Party’s respective rights or remedies upon or after the occurrence of an Event of Default and shall additionally Party will have the right no duty as to license and/or sublicense any Intellectual Property Collateral, whether general, special or otherwise, and whether on an exclusive or a nonexclusive basis, including any of the Intellectual Property Collateral, throughout the world for such term or terms, on such conditions, and in such manner, as such duty to preserve rights against prior parties. Debtor irrevocably appoints Secured Party Debtor's attorney-in-fact to endorse any checks or other instruments included in its sole discretion shall determine in connection with the exercise of any of such rights or remedies. In addition to and without limiting any of the foregoing, upon the occurrence and during the continuance of an Event of Default, each Secured Party shall have the right but shall in no way be obligated to bring suitCollateral, or to take such other action as such to enforce, collect or compromise the Collateral. Secured Party deems necessary is not required to take possession of any Collateral prior to any sale, nor to have any Collateral present at any sale. Secured Party may sell part of the Collateral without waiving its right to proceed against the remaining Collateral. If any sale is not completed or advisable, is defective in the name opinion of the Company or such Secured Party, Secured Party may make a subsequent sale of the same Collateral. Any xxxx of sale or other instrument evidencing any foreclosure sale will be prima facie evidence of factual matters stated or recited therein. If a sale of Collateral is conducted in conformity with customary practices of banks disposing of similar property, the sale will be deemed commercially reasonable, but Secured Party will have no obligation to enforce advertise or protect to sell Collateral on credit. Written notice to Debtor mailed 10 days prior to public or private sale is reasonable notice. By exercising its rights, Secured Party will not become liable for, and Debtor will not be released from, any of Debtor's duties or obligations under the Intellectual Property contracts and agreements included in the Collateral. Secured Party may purchase Collateral at any public sale, and may credit the purchase price against the Obligations. All remedies in which event the Company shall, at the request this Agreement are cumulative of such Secured Party, do any and all lawful acts other legal, equitable or contractual remedies available to Secured Party. Debtor WAIVES any rights to a marshalling of assets or sale in inverse order of alienation, and execute any and all documents required by such Secured Party rights to notice except as provided in aid of such enforcement. To the extent that Secured Party shall elect not to bring suit to enforce such Intellectual Property Collateral, the Company agrees to use all reasonable measures, whether by action, suit, proceeding or otherwise, to prevent the infringement, misappropriation or violations thereof by others and for that purpose agrees take commercially reasonable steps to maintain any action, suit or proceeding against any Person necessary to prevent such infringement, misappropriation or violationUCC.