Additional Appointment. For the purposes of any Foreign Subsidiary Pledge Documents governed by Italian law, each of the Lenders and the L/C Issuer hereby irrevocably appoints Bank of America to act, on its name and its behalf, as procuratore con rappresentanza pursuant to Article 1387 and following of the Italian civil code and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The Administrative Agent, in acting as such, will be entitled to the benefits of Article IX hereto in all respects.
Additional Appointment. Section 1 of the Distribution Agreement is hereby amended and restated in its entirety to read as follows: Manufacturer hereby appoints Distributor, and Distributor hereby accepts such appointment, on the terms and conditions provided in this Amendment and in the Distribution Agreement, as: (i) Manufacturer’s exclusive distributor for the resale of the products listed on Annex A attached hereto (the “Products”) in the United States and non-exclusive distributor for the resale of the Products in Mexico and Canada (Mexico, Canada and the United States, collectively, “North America”); (ii) Manufacturer’s non-exclusive distributor for the resale of the products listed on Annex B attached hereto (the “Additional Products”) to healthcare providers and for employee health programs (but not with respect to sales to consumers) in North America; and (iii) Manufacturer’s non-exclusive distributor in North America for any other products that the parties agree Distributor will distribute and that shall be added, from time to time, to Annex C attached hereto (the “Non-Exclusive Products”).
Additional Appointment. For the purposes of any Foreign Subsidiary Pledge10.24 Documents governed by Italian law, each of the Lenders and the L/C Issuer hereby irrevocably appoints Bank of America to act, on its name and its behalf, as procuratore con rappresentanza pursuant to Article 1387 and following of the Italian civil code and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The Administrative Agent, in acting as such, will be entitled to the benefits of Article IX hereto in all respects. Appointment of Company. Each of the Loan Parties that is a party hereto hereby10.25 appoints the Company to act as its agent for all purposes of this Agreement, the other Loan Documents and all other documents and electronic platforms entered into in connection herewith and agrees that (a) the Company may execute such documents and provide such authorizations on behalf of such Loan Parties as the Company deems appropriate in its sole discretion and each Loan Party shall be obligated by all of the terms of any such document and/or authorization executed on its behalf, (b) any notice or communication delivered by the Administrative Agent, L/C Issuer or a Lender to the Company shall be deemed delivered to each Loan Party and (c) the Administrative Agent, L/C Issuer or the Lenders may accept, and be permitted to rely on, any document, authorization, instrument or agreement executed by the Company on behalf of each of the Loan Parties. Acknowledgement and Consent to Bail-In of Affected Financial Institutions.10.26 Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Lender that is an Affected Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the Write-Down and Conversion Powers of the applicable Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by: the application of any Write-Down and Conversion Powers by the applicable Resolution(a) Authority to any such liabilities arising hereunder which may be payable to it by any Lender that is an Affected Financial Institution; and: the effects of any Bail-in Action on any such liability, including, if appli...
Additional Appointment. In addition, the Principal Rendition ---------------------- Shareholders (to the extent they have responsibilities and liabilities other than in their capacities as Rendition Shareholders) hereby appoint the Rendition Shareholder Representative as the legal representative, attorney-in-fact and agent of the Principal Rendition Shareholders to: do any and all things and execute all documents and papers, for and on behalf of and in the names of such Principal Rendition Shareholders (to the extent they have responsibilities and liabilities other than in their capacities as Rendition Shareholders) in connection with the execution and performance of this Escrow Agreement; and take any and all actions and make any decision required or permitted to be taken by or on behalf of the Principal Rendition Shareholders pursuant to the terms of the Escrow Agreement (to the extent they have responsibilities and liabilities other than in their capacities as Rendition Shareholders) (including, without limitation, the actions and decisions listed in the second sentence of the preceding paragraph 5(a), as well as to apportion any liability outside the Escrow Fund among the Principal Rendition Shareholders and follow appropriate notice and collection procedures in accordance with paragraphs 3(c) above and 5(d) below). In performing the functions described in the Plan of Reorganization and the Escrow Agreement with respect to the Principal Rendition Shareholders (to the extent they have responsibilities and liabilities other than in their capacities as Rendition Shareholders), the Rendition Shareholder Representative will not be liable to any Rendition Principal Shareholder in the absence of gross negligence or willful misconduct and further, the Rendition Principal Shareholders will jointly and severally defend and hold harmless the Rendition Shareholder Representative for any acts or omissions in performing such functions and will pay any out-of-pocket costs and expenses reasonably incurred by the Rendition Shareholder Representative in connection with such actions on a pro-rata basis, in accordance with the number of shares of Rendition Stock (as defined in the Plan of Reorganization) held by each Principal Rendition Shareholder immediately prior to the Closing (assuming the conversion to Rendition Common Stock of all shares of Rendition Preferred Stock).
Additional Appointment. As a general principle, a staff member should be employed under a single contract of employment. However, it is recognised that full-time and part-time staff may also voluntarily engage in sessional employment with the University, which is normally work that is distinct and separate from the staff member’s normal duties.
