DEEM NECESSARY OR DESIRABLE FOR THE COLLECTION OF ANY
OF THE COLLATERAL OR OTHERWISE TO ENFORCE THE RIGHTS OF THE COLLATERAL AGENT
WITH RESPECT TO ANY OF THE COLLATERAL;
(E)
TO PREPARE AND FILE ANY UCC FINANCING STATEMENTS AGAINST SUCH
GRANTOR AS DEBTOR;
(F)
TO PREPARE, SIGN, AND FILE FOR RECORDATION IN ANY INTELLECTUAL
PROPERTY REGISTRY, APPROPRIATE EVIDENCE OF THE LIEN AND SECURITY INTEREST
GRANTED HEREIN IN THE INTELLECTUAL PROPERTY IN THE NAME OF SUCH GRANTOR AS
DEBTOR;
(G)
UPON THE OCCURRENCE AND DURING THE CONTINUANCE OF ANY EVENT OF
DEFAULT, TO TAKE OR CAUSE TO BE TAKEN ALL ACTIONS NECESSARY TO PERFORM OR COMPLY
OR CAUSE PERFORMANCE OR COMPLIANCE WITH THE TERMS OF THIS AGREEMENT, INCLUDING,
WITHOUT LIMITATION, ACCESS TO PAY OR DISCHARGE TAXES OR LIENS (OTHER THAN
PERMITTED LIENS) LEVIED OR PLACED UPON OR THREATENED AGAINST THE COLLATERAL, THE
LEGALITY OR VALIDITY THEREOF AND THE AMOUNTS NECESSARY TO DISCHARGE THE SAME TO
BE DETERMINED BY THE COLLATERAL AGENT IN ITS SOLE DISCRETION, ANY SUCH PAYMENTS
MADE BY THE COLLATERAL AGENT TO BECOME OBLIGATIONS OF SUCH GRANTOR TO THE
COLLATERAL AGENT, DUE AND PAYABLE IMMEDIATELY WITHOUT DEMAND; AND
(H)
UPON THE OCCURRENCE AND DURING THE CONTINUANCE OF ANY EVENT OF
DEFAULT, GENERALLY TO SELL, TRANSFER, LEASE, LICENSE, PLEDGE, MAKE ANY AGREEMENT
WITH RESPECT TO OR OTHERWISE DEAL WITH ANY OF THE COLLATERAL AS FULLY AND
COMPLETELY AS THOUGH THE COLLATERAL AGENT WERE THE ABSOLUTE OWNER THEREOF FOR
ALL PURPOSES, AND TO DO, AT THE COLLATERAL AGENT'S OPTION AND SUCH GRANTOR'S
EXPENSE, AT ANY TIME OR FROM TIME TO TIME, ALL ACTS AND THINGS THAT THE
COLLATERAL AGENT DEEMS REASONABLY NECESSARY TO PROTECT, PRESERVE OR REALIZE UPON
THE COLLATERAL AND THE COLLATERAL AGENT'S SECURITY INTEREST THEREIN IN ORDER TO
EFFECT THE INTENT OF THIS AGREEMENT, ALL AS FULLY AND EFFECTIVELY AS SUCH
GRANTOR MIGHT DO.
8.2
No Duty on the Part of Collateral Agent or Secured Parties.
The
powers conferred on the Collateral Agent hereunder are solely to protect the
interests of the Secured Parties in the Collateral and shall not impose any duty
upon the Collateral Agent or any Secured Party to exercise any such powers.
The
Collateral Agent and the Secured Parties shall be accountable only for amounts
that they actually receive as a result of the exercise of such powers, and
neither they nor any of their officers, directors, employees or agents shall be
responsible to any Grantor for any act or failure to act hereunder, except for
their own gross negligence, bad faith or willful misconduct.
26
SECTION 9.
REMEDIES.
9.1
Generally.
(A)
IF ANY EVENT OF DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING, THE
COLLATERAL AGENT MAY EXERCISE IN RESPECT OF THE COLLATERAL, IN ADDITION TO ALL
OTHER RIGHTS AND REMEDIES PROVIDED FOR HEREIN OR OTHERWISE AVAILABLE TO IT AT
LAW OR IN EQUITY, ALL THE RIGHTS AND REMEDIES OF A SECURED PARTY ON DEFAULT
UNDER THE UCC (WHETHER OR NOT THE UCC APPLIES TO THE AFFECTED COLLATERAL) TO
COLLECT, ENFORCE OR SATISFY ANY