PROTECT SUCH TRADEMARK.
9
WITH RESPECT TO THIS PARAGRAPH, AN EVENT OF DEFAULT IS CONTINUING IF A COPY OF
ANY WRITTEN NOTICE OF INFRINGEMENT, MISAPPROPRIATION OR DILUTION IS NOT BEEN
PROVIDED TO THE SECURED PARTIES WITHIN 20 DAYS FOLLOWING THE DATE SUCH
COMMUNICATION WAS SUPPOSED TO HAVE BEEN PROVIDED TO THE INFRINGING PARTY.
IN
THE EVENT GRANTOR DECLINES TO PURSUE INFRINGEMENT CLAIMS, THE SECURED PARTIES
SHALL HAVE THE RIGHT TO PURSUE SUCH CLAIMS PURSUANT TO THE POWERS GRANTED IN
SECTION 6 HEREOF.
(K)
CHANGES IN LOCATIONS, NAME, ETC.
THE
GRANTOR WILL NOT (I) CHANGE THE LOCATION OF ITS CHIEF EXECUTIVE OFFICE/CHIEF
PLACE OF BUSINESS FROM THAT SPECIFIED IN SECTION 3(D) HEREOF OR (II) CHANGE ITS
NAME, IDENTITY OR CORPORATE STRUCTURE TO SUCH AN EXTENT THAT ANY STATEMENT FILED
BY THE SECURED PARTIES WITH THE PATENT AND TRADEMARK OFFICE IN CONNECTION WITH
THIS PATENT AND TRADEMARK SECURITY AGREEMENT WOULD BECOME MISLEADING, UNLESS IT
SHALL HAVE GIVEN THE SECURED PARTIES AT LEAST 30 DAYS PRIOR WRITTEN NOTICE
THEREOF AND, PRIOR TO SUCH ACTION OR EVENT, SHALL HAVE TAKEN APPROPRIATE ACTION
TO PRESERVE AND PROTECT THE SECURED PARTIES' SECURITY INTEREST UNDER THIS PATENT
AND TRADEMARK SECURITY AGREEMENT.
5.
PERFORMANCE BY SECURED PARTIES OF
GRANTOR'S OBLIGATIONS.
IF THE GRANTOR FAILS TO PERFORM OR COMPLY WITH ANY OF
ITS AGREEMENTS CONTAINED HEREIN AND THE SECURED PARTIES, AS PROVIDED FOR BY THE
TERMS OF THIS PATENT AND TRADEMARK SECURITY AGREEMENT AND FOLLOWING REASONABLE
WRITTEN NOTICE TO THE GRANTOR, SHALL ITSELF PERFORM OR COMPLY, OR OTHERWISE
CAUSE PERFORMANCE OR COMPLIANCE, WITH SUCH AGREEMENTS, THE EXPENSES OF THE
SECURED PARTIES INCURRED IN CONNECTION WITH SUCH PERFORMANCE OR COMPLIANCE SHALL
BE PAYABLE BY THE GRANTOR TO THE SECURED PARTIES ON DEMAND AND SHALL CONSTITUTE
OBLIGATIONS SECURED HEREBY.
6.
SECURED PARTIES' APPOINTMENT AS
ATTORNEY-IN-FACT.
(A)
THE GRANTOR HEREBY IRREVOCABLY CONSTITUTES
AND APPOINTS THE SECURED PARTIES AND ANY OFFICER OR AGENT THEREOF, WITH FULL
POWER OF SUBSTITUTION, AS ITS TRUE AND LAWFUL ATTORNEY-IN-FACT WITH FULL
IRREVOCABLE POWER AND AUTHORITY IN THE PLACE AND STEAD OF THE GRANTOR AND IN THE
NAME OF THE GRANTOR OR IN ITS OWN NAME, FROM TIME TO TIME IN THE SECURED
PARTIES' DISCRETION, FOR THE PURPOSES OF CARRYING OUT THE TERMS OF THIS PATENT
AND TRADEMARK SECURITY AGREEMENT, TO TAKE ANY AND ALL APPROPRIATE ACTION AND TO
EXECUTE ANY AND ALL DOCUMENTS AND INSTRUMENTS WHICH MAY BE NECESSARY OR
DESIRABLE TO ACCOMPLISH THE PURPOSES OF THIS PATENT AND TRADEMARK SECURITY
AGREEMENT AND, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, HEREBY GIVES
THE SECURED PARTIES THE POWER AND RIGHT, UPON THE OCCURRENCE AND CONTINUANCE OF
AN EVENT OF DEFAULT, ON BEHALF OF THE GRANTOR TO DO THE FOLLOWING:
(I)
TO ASK, DEMAND, COLLECT, RECEIVE AND
GIVE ACQUITTANCES AND RECEIPTS FOR ANY AND ALL MONEYS DUE AND TO BECOME DUE
UNDER ANY LICENSE RIGHTS AND, IN THE NAME OF THE GRANTOR OR ITS OWN NAME OR
OTHERWISE, TO TAKE POSSESSION OF AND ENDORSE AND COLLECT ANY CHECKS, DRAFTS,
NOTES, ACCEPTANCES OR OTHER INSTRUMENTS FOR THE PAYMENT OF