Common use of Agent’s Appointment as Attorney-in-Fact Clause in Contracts

Agent’s Appointment as Attorney-in-Fact. (a) Each Pledgor hereby irrevocably constitutes and appoints the Administrative Agent and any officer or agent of the Administrative Agent, 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 each Pledgor and in the name of each Pledgor or in the Administrative Agent’s own name, from time to time in the Administrative Agent’s discretion, for the purpose of carrying out the terms of this Pledge 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 Pledge Agreement, including, without limitation, any financing statements, financing change statements, endorsements, assignments or other instruments of transfer. (b) Each Pledgor hereby ratifies all that said attorneys shall lawfully do or cause to be done pursuant to the power of attorney granted in Section 11(a). All powers, authorizations and agencies contained in this Pledge Agreement are coupled with an interest and are irrevocable until this Pledge Agreement is terminated and the security interest created hereby is released. (c) The power of attorney conferred hereby on the Administrative Agent is solely to protect, preserve and realize upon its security interest in the Pledged Collateral. This power of attorney shall neither create any agency on the part of the Administrative Agent in favour of any Pledgor, nor any fiduciary obligations or relationship on the part of any Secured Party for the benefit of any Pledgor. (d) Anything in this Section 11 to the contrary notwithstanding, the Administrative Agent agrees that it will not exercise any rights provided for in this Section 11 unless an Event of Default has occurred and is continuing.

Agent’s Appointment as Attorney-in-Fact. (a) Each Pledgor hereby irrevocably constitutes and appoints the Administrative Agent Pledgee and any officer or agent of the Administrative AgentPledgee, with full power of substitution, as its true and lawful attorney-in-fact attorney‑in‑fact with full irrevocable power and authority in the place and stead of each Pledgor and in the name of each Pledgor or in the Administrative AgentPledgee’s own name, from time to time in the Administrative AgentPledgee’s discretion, for the purpose of carrying out the terms of this Pledge 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 Pledge Agreement, including, without limitation, any financing statements, financing change statements, endorsements, assignments or other instruments of transfer. (b) Each Pledgor hereby ratifies all that said attorneys shall lawfully do or cause to be done pursuant to the power of attorney granted in Section 11(a). All powers, authorizations and agencies contained in this Pledge Agreement are coupled with an interest and are irrevocable until this Pledge Agreement is terminated and the security interest created hereby is released. (c) The power of attorney conferred hereby on the Administrative Agent Pledgee is solely to protect, preserve and realize upon its security interest in the Pledged Collateral. This power of attorney shall neither create any agency on the part of the Administrative Agent Pledgee in favour favor of any Pledgor, nor any fiduciary obligations or relationship on the part of any Secured Party Pledgee for the benefit of any Pledgor. (d) Anything in this Section 11 to the contrary notwithstanding, the Administrative Agent Pledgee agrees that it will not exercise any rights provided for in this Section 11 unless an Event of Default has occurred and is continuing.

Agent’s Appointment as Attorney-in-Fact. (a) Each The Pledgor hereby irrevocably constitutes and appoints the Administrative Collateral Agent and any officer or agent of the Administrative Collateral Agent, 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 each the Pledgor and in the name of each the Pledgor or in the Administrative Collateral Agent’s own name, from time to time in the Administrative Collateral Agent’s discretion, for the purpose of carrying out the terms of this GP Pledge 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 GP Pledge Agreement, including, without limitation, any financing statements, financing change statements, endorsements, assignments or other instruments of transfer. (b) Each The Pledgor hereby ratifies all that said attorneys shall lawfully do or cause to be done pursuant to the power of attorney granted in Section 11(a). All powers, authorizations and agencies contained in this GP Pledge Agreement are coupled with an interest and are irrevocable until this GP Pledge Agreement is terminated and the security interest created hereby is released. (c) The power of attorney conferred hereby on the Administrative Collateral Agent is solely to protect, preserve and realize upon its security interest in the Pledged Collateral. This power of attorney shall neither create any agency on the part of the Administrative Collateral Agent in favour favor of any the Pledgor, nor any fiduciary obligations or relationship on the part of any Secured Party for the benefit of any the Pledgor. (d) Anything in this Section 11 to the contrary notwithstanding, the Administrative Collateral Agent agrees that it will not exercise any rights provided for in this Section 11 unless an Event of Default has occurred and is continuing.

Agent’s Appointment as Attorney-in-Fact. (a) Each Pledgor hereby irrevocably constitutes and appoints the Administrative Agent Secured Party and any officer or agent of the Administrative AgentSecured Pa1ty, 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 each Pledgor and in the name of each Pledgor or in the Administrative AgentSecured Party’s own name, from time to time in the Administrative AgentSecured Party’s discretion, for the purpose of carrying out the terms of this Pledge 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 Pledge Agreement, including, without limitation, any financing statements, financing change statements, endorsements, assignments or other instruments of transfer. (b) Each Pledgor hereby ratifies all that said attorneys shall lawfully do or cause to be done pursuant to the power of attorney granted in Section 11(a1l(a). All powers, authorizations and agencies contained in this Pledge Agreement are coupled with an interest and are irrevocable until this Pledge Agreement is terminated and the security interest created hereby is released. (c) The power of attorney conferred hereby on the Administrative Agent Secured Party is solely to protect, preserve and realize upon its security interest in the Pledged Collateral. This power of attorney shall neither create any agency on the part of the Administrative Agent Secured Party in favour favor of any Pledgor, nor any fiduciary obligations or relationship on the part of any Secured Party for the benefit of any Pledgor. (d) Anything in this Section 11 to the contrary notwithstanding, the Administrative Agent Secured Party agrees that it will not exercise any rights provided for in this Section 11 unless an Event of Default has occurred and is continuing.

Agent’s Appointment as Attorney-in-Fact. (a) Each Pledgor hereby irrevocably constitutes and appoints the Administrative Collateral Agent and any officer or agent of the Administrative Collateral Agent, 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 each Pledgor and in the name of each Pledgor or in the Administrative Collateral Agent’s own name, from time to time in the Administrative Collateral Agent’s discretion, for the purpose of carrying out the terms of this Amended and Restated Pledge 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 Amended and Restated Pledge Agreement, including, without limitation, any financing statements, financing change statements, endorsements, assignments or other instruments of transfer. (b) Each Pledgor hereby ratifies all that said attorneys shall lawfully do or cause to be done pursuant to the power of attorney granted in Section 11(a). All powers, authorizations and agencies contained in this Amended and Restated Pledge Agreement are coupled with an interest and are irrevocable until this Amended and Restated Pledge Agreement is terminated and the security interest created hereby is released. (c) The power of attorney conferred hereby on the Administrative Collateral Agent is solely to protect, preserve and realize upon its security interest in the Pledged Collateral. This power of attorney shall neither create any agency on the part of the Administrative Collateral Agent in favour favor of any Pledgor, nor any fiduciary obligations or relationship on the part of any Secured Party for the benefit of any Pledgor. (d) Anything in this Section 11 to the contrary notwithstanding, the Administrative Collateral Agent agrees that it will not exercise any rights provided for in this Section 11 unless an Event of Default has occurred and is continuing.