Common use of Appointment and Authorization of Administrative Agent and Collateral Agent Clause in Contracts

Appointment and Authorization of Administrative Agent and Collateral Agent. Each Lender hereby irrevocably appoints, designates and authorizes Bank of America to act as the Administrative Agent and the Collateral Agent and authorizes the Administrative Agent and Collateral Agent to take such action on its behalf under the provisions of this Agreement and each other Loan Document and to exercise such actions and powers and perform such duties as are expressly delegated to it by the terms of this Agreement or any other Loan Document, together with such powers as are reasonably incidental thereto. Notwithstanding any provision to the contrary contained elsewhere herein or in any other Loan Document, the Administrative Agent and Collateral Agent shall not have any duties or responsibilities, except those expressly set forth herein, nor shall the Administrative Agent or Collateral Agent have or be deemed to have any fiduciary relationship with any Lender or participant, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Agreement or any other Loan Document or otherwise exist against the Administrative Agent or the Collateral Agent. Without limiting the generality of the foregoing sentence, the use of the term “agent” herein and in the other Loan Documents with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable Law. Instead, such term is used merely as a matter of market custom, and is intended to create or reflect only an administrative relationship between independent contracting parties. The provisions of this Article X, are solely for the benefit of the Administrative Agent, the Collateral Agent, the Lenders, the L/C Issuers, and neither the Borrowers nor any Loan Party shall have rights as a third party beneficiary of any such provisions. Each L/C Issuer shall act on behalf of the Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and each such L/C Issuer shall have all of the benefits and immunities (i) provided to the Administrative Agent in this Article X with respect to any acts taken or omissions suffered by such L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and the applications and agreements for letters of credit pertaining to such Letters of Credit as fully as if the term “Agent” as used in this Article X and in the definition of “Agent-Related Person” included such L/C Issuer with respect to such acts or omissions, and (ii) as additionally provided herein with respect to such L/C Issuer. The Administrative Agent alone shall be authorized by each Lender to determine whether any Accounts constitute Eligible Accounts, or whether to impose or release any Borrowing Base Reserve, and to exercise its Credit Judgment in connection therewith, which determinations and judgments, if exercised in good faith, shall exonerate the Administrative Agent from liability to any Lender or other Person for any error in judgment.

Appointment and Authorization of Administrative Agent and Collateral Agent. (a) Each Lender and each L/C Issuer (and each other Secured Creditor that is not a party hereto, by its acceptance of the benefits hereof and of the other Loan Documents) hereby irrevocably appoints, designates and authorizes Bank appoints each of America to act as the Administrative Agent and the Collateral Agent as an agent of, as applicable, such Lender or L/C Issuer (or such other Secured Creditor) under this Agreement and the other Loan Documents. Each Lender and each L/C Issuer (and each other Secured Creditor that is not a party hereto, by its acceptance of the benefits hereof and of the other Loan Documents) irrevocably authorizes the Administrative Agent and Collateral Agent each Agent, in such capacity, through its agents or employees, to take such action actions on its behalf under the provisions of this Agreement and each Agreement, the other Loan Document Documents and any other instrument or document furnished pursuant hereto or thereto and to exercise such actions and powers and perform such duties as are expressly delegated to it such Agent by the terms of this Agreement or any and the other Loan DocumentDocuments, together with such actions and powers as are reasonably incidental thereto. Notwithstanding any provision to The provisions of this Article IX are solely for the contrary contained elsewhere herein or in any other Loan Documentbenefit of the Agents, the Administrative Agent Lenders and Collateral Agent shall not have any duties or responsibilities, except those expressly set forth herein, nor shall the Administrative Agent or Collateral Agent have or be deemed to have any fiduciary relationship with any Lender or participantL/C Issuer, and no implied covenants, functions, responsibilities, duties, obligations or liabilities Loan Party shall be read into this Agreement or have rights as a third party beneficiary of any other Loan Document or otherwise exist against the Administrative Agent or the Collateral Agentsuch provisions. Without limiting the generality of the foregoing sentenceforegoing, the Agents are hereby expressly authorized to execute any and all documents (including releases) with respect to the Collateral and any rights of the Secured Creditors with respect thereto as contemplated by and in accordance with the provisions of this Agreement and the other Loan Documents. In performing its functions and duties hereunder, each Agent shall act solely as an agent of the Lenders (and the other Secured Creditors) and does not assume and shall not be deemed to have assumed any obligation towards or relationship of agency or trust with or for the Borrower or any of its Subsidiaries. Without limiting the generality of the foregoing, the use of the term “agent” herein and in the other Loan Documents this Agreement with reference to the Administrative Agent or the Collateral Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable Lawlaw. Instead, such term is used merely as a matter of market custom, custom and is intended to create or reflect only an administrative relationship between independent contracting parties. The provisions of this Article X, are solely for the benefit of the Administrative Agent, the Collateral Agent, the Lenders, the L/C Issuers, and neither the Borrowers nor any Loan Party shall have rights as a third party beneficiary of any such provisions. Each L/C Issuer shall act on behalf of the Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and each such L/C Issuer shall have all of the benefits and immunities (i) provided to the Administrative Agent in this Article X with respect to any acts taken or omissions suffered by such L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and the applications and agreements for letters of credit pertaining to such Letters of Credit as fully as if the term “Agent” as used in this Article X and in the definition of “Agent-Related Person” included such L/C Issuer with respect to such acts or omissions, and (ii) as additionally provided herein with respect to such L/C Issuer. The Administrative Agent alone shall be authorized by each Lender to determine whether any Accounts constitute Eligible Accounts, or whether to impose or release any Borrowing Base Reserve, and to exercise its Credit Judgment in connection therewith, which determinations and judgments, if exercised in good faith, shall exonerate the Administrative Agent from liability to any Lender or other Person for any error in judgment.

Appointment and Authorization of Administrative Agent and Collateral Agent. (a) Each Lender and each L/C Issuer (and each other Secured Creditor that is not a party hereto, by its acceptance of the benefits hereof and of the other Loan Documents) hereby irrevocably appoints, designates and authorizes Bank appoints each of America to act as the Administrative Agent and the Collateral Agent as an agent of, as applicable, such Lender or L/C Issuer (or such other Secured Creditor) under this Agreement and the other Loan Documents. Each Lender and each L/C Issuer (and each other Secured Creditor that is not a party hereto, by its acceptance of the benefits hereof and of the other Loan Documents) irrevocably authorizes the Administrative Agent and Collateral Agent each Agent, in such capacity, through its agents or employees, to take such action actions on its behalf under the provisions of this Agreement and each Agreement, the other Loan Document Documents and any other instrument or document furnished pursuant hereto or thereto and to exercise such actions and powers and perform such duties as are expressly delegated to it such Agent by the terms of this Agreement or any and the other Loan DocumentDocuments, together with such actions and powers as are reasonably incidental thereto. Notwithstanding any provision to The provisions of this Article IX are solely for the contrary contained elsewhere herein or in any other Loan Documentbenefit of the Agents, the Administrative Agent Lenders and Collateral Agent shall not have any duties or responsibilities, except those expressly set forth herein, nor shall the Administrative Agent or Collateral Agent have or be deemed to have any fiduciary relationship with any Lender or participantL/C Issuer, and no implied covenants, functions, responsibilities, duties, obligations or liabilities Loan Party shall be read into this Agreement or have rights as a third party beneficiary of any other Loan Document or otherwise exist against the Administrative Agent or the Collateral Agentsuch provisions. Without limiting the generality of the foregoing sentenceforegoing, the Agents are hereby expressly authorized to execute any and all documents (including releases) with respect to the Collateral and any rights of the Secured Creditors with respect thereto as contemplated by and in accordance with the provisions of this Agreement and the other Loan Documents. In performing its functions and duties hereunder, each Agent shall act solely as an agent of the Lenders (and the other Secured Creditors) and does not assume and shall not be deemed to have assumed any obligation towards or relationship of agency or trust with or for the Borrower or any of its Subsidiaries. Without limiting the generality of the foregoing, the use of the term “agent” herein and in the other Loan Documents this Agreement with reference to the Administrative Agent or the Collateral Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable Lawlaw. Instead, such term is used merely as a matter of market custom, custom and is intended to create or reflect only an administrative relationship between independent contracting parties. The provisions of this Article X, are solely for the benefit of the Administrative Agent, the Collateral Agent, the Lenders, the L/C Issuers, and neither the Borrowers nor any Loan Party shall have rights as a third party beneficiary of any such provisions. Each L/C Issuer shall act on behalf of the Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and each such L/C Issuer shall have all of the benefits and immunities (i) provided to the Administrative Agent in this Article X with respect to any acts taken or omissions suffered by such L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and the applications and agreements for letters of credit pertaining to such Letters of Credit as fully as if the term “Agent” as used in this Article X and in the definition of “Agent-Related Person” included such L/C Issuer with respect to such acts or omissions, and (ii) as additionally provided herein with respect to such L/C Issuer. The Administrative Agent alone shall be authorized by each Lender to determine whether any Accounts constitute Eligible Accounts, or whether to impose or release any Borrowing Base Reserve, and to exercise its Credit Judgment in connection therewith, which determinations and judgments, if exercised in good faith, shall exonerate the Administrative Agent from liability to any Lender or other Person for any error in judgment.121

Appointment and Authorization of Administrative Agent and Collateral Agent. (a) Each Lender and each L/C Issuer (and each other Secured Creditor that is not a party hereto, by its acceptance of the benefits hereof and of the other Loan Documents) hereby irrevocably appoints, designates and authorizes Bank appoints each of America to act as the Administrative Agent and the Collateral Agent as an agent of, as applicable, such Lender or L/C Issuer (or such other Secured Creditor) under this Agreement and the other Loan Documents. Each Lender and each L/C Issuer (and each other Secured Creditor that is not a party hereto, by its acceptance of the benefits hereof and of the other Loan Documents) irrevocably authorizes the Administrative Agent and Collateral Agent each Agent, in such capacity, through its agents or employees, to take such action actions on its behalf under the provisions of this Agreement and each Agreement, the other Loan Document Documents and any other instrument or document furnished pursuant hereto or thereto and to exercise such actions and powers and perform such duties as are expressly delegated to it such Agent by the terms of this Agreement or any and the other Loan DocumentDocuments, together with such actions and powers as are reasonably incidental thereto. Notwithstanding any provision to The provisions of this Article IXSection 11 are solely for the contrary contained elsewhere herein or in any other Loan Documentbenefit of the Agents, the Administrative Agent Lenders and Collateral Agent shall not have any duties or responsibilities, except those expressly set forth herein, nor shall the Administrative Agent or Collateral Agent have or be deemed to have any fiduciary relationship with any Lender or participantL/C Issuer, and no implied covenants, functions, responsibilities, duties, obligations or liabilities Loan Party shall be read into this Agreement or have rights as a third party beneficiary of any other Loan Document or otherwise exist against the Administrative Agent or the Collateral Agentsuch provisions. Without limiting the generality of the foregoing sentenceforegoing, the Agents are hereby expressly authorized to execute any and all documents (including releases) with respect to the Collateral and any rights of the Secured Creditors with respect thereto as contemplated by and in accordance with the provisions of this Agreement and the other Loan Documents. In performing its functions and duties hereunder, each Agent shall act solely as an agent of the Lenders (and the other Secured Creditors) and does not assume and shall not be deemed to have assumed any obligation towards or relationship of agency or trust with or for the Borrower or any of its Subsidiaries. Without limiting the generality of the foregoing, the use of the term “agent” herein in this Agreement and in the other Loan Documents (or any other similar term) with reference to the Administrative Agent or the Collateral Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable Lawlaw. Instead, such term is used merely as a matter of market custom, custom and is intended to create or reflect only an administrative relationship between independent contracting parties. The provisions of this Article X, are solely for the benefit of the Administrative Agent, the Collateral Agent, the Lenders, the L/C Issuers, and neither the Borrowers nor any Loan Party shall have rights as a third party beneficiary of any such provisions. Each L/C Issuer shall act on behalf of the Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and each such L/C Issuer shall have all of the benefits and immunities (i) provided to the Administrative Agent in this Article X with respect to any acts taken or omissions suffered by such L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and the applications and agreements for letters of credit pertaining to such Letters of Credit as fully as if the term “Agent” as used in this Article X and in the definition of “Agent-Related Person” included such L/C Issuer with respect to such acts or omissions, and (ii) as additionally provided herein with respect to such L/C Issuer. The Administrative Agent alone shall be authorized by each Lender to determine whether any Accounts constitute Eligible Accounts, or whether to impose or release any Borrowing Base Reserve, and to exercise its Credit Judgment in connection therewith, which determinations and judgments, if exercised in good faith, shall exonerate the Administrative Agent from liability to any Lender or other Person for any error in judgment.

Appointment and Authorization of Administrative Agent and Collateral Agent. (a) Each Lender and each L/C Issuer (and each other Secured Creditor that is not a party hereto, by its acceptance of the benefits hereof and of the other Loan Documents) hereby irrevocably appoints, designates and authorizes Bank appoints each of America to act as the Administrative Agent and the Collateral Agent as an agent of, as applicable, such Lender or L/C Issuer (or such other Secured Creditor) under this Agreement and the other Loan Documents. Each Lender and each L/C Issuer (and each other Secured Creditor that is not a party hereto, by its acceptance of the benefits hereof and of the other Loan Documents) irrevocably authorizes the Administrative Agent and Collateral Agent each Agent, in such capacity, through its agents or employees, to take such action actions on its behalf under the provisions of this Agreement and each Agreement, the other Loan Document Documents and any other instrument or document furnished pursuant hereto or thereto and to exercise such actions and powers and perform such duties as are expressly delegated to it such Agent by the terms of this Agreement or any and the other Loan DocumentDocuments, together with such actions and powers as are reasonably incidental thereto. Notwithstanding any provision to The provisions of this Section 11 are solely for the contrary contained elsewhere herein or in any other Loan Documentbenefit of the Agents, the Administrative Agent Lenders and Collateral Agent shall not have any duties or responsibilities, except those expressly set forth herein, nor shall the Administrative Agent or Collateral Agent have or be deemed to have any fiduciary relationship with any Lender or participantL/C Issuer, and no implied covenants, functions, responsibilities, duties, obligations or liabilities Loan Party shall be read into this Agreement or have rights as a third party beneficiary of any other Loan Document or otherwise exist against the Administrative Agent or the Collateral Agentsuch provisions. Without limiting the generality of the foregoing sentenceforegoing, the Agents are hereby expressly authorized to execute any and all documents (including releases) with respect to the Collateral and any rights of the Secured Creditors with respect thereto as contemplated by and in accordance with the provisions of this Agreement and the other Loan Documents. In performing its functions and duties hereunder, each Agent shall act solely as an agent of the Lenders (and the other Secured Creditors) and does not assume and shall not be deemed to have assumed any obligation towards or relationship of agency or trust with or for the Borrower or any of its Subsidiaries. Without limiting the generality of the foregoing, the use of the term “agent” herein in this Agreement and in the other Loan Documents (or any other similar term) with reference to the Administrative Agent or the Collateral Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable Lawlaw. Instead, such term is used merely as a matter of market custom, custom and is intended to create or reflect only an administrative relationship between independent contracting parties. The provisions of this Article X, are solely for the benefit of the Administrative Agent, the Collateral Agent, the Lenders, the L/C Issuers, and neither the Borrowers nor any Loan Party shall have rights as a third party beneficiary of any such provisions. Each L/C Issuer shall act on behalf of the Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and each such L/C Issuer shall have all of the benefits and immunities (i) provided to the Administrative Agent in this Article X with respect to any acts taken or omissions suffered by such L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and the applications and agreements for letters of credit pertaining to such Letters of Credit as fully as if the term “Agent” as used in this Article X and in the definition of “Agent-Related Person” included such L/C Issuer with respect to such acts or omissions, and (ii) as additionally provided herein with respect to such L/C Issuer. The Administrative Agent alone shall be authorized by each Lender to determine whether any Accounts constitute Eligible Accounts, or whether to impose or release any Borrowing Base Reserve, and to exercise its Credit Judgment in connection therewith, which determinations and judgments, if exercised in good faith, shall exonerate the Administrative Agent from liability to any Lender or other Person for any error in judgment.

Appointment and Authorization of Administrative Agent and Collateral Agent. Each Lender hereby irrevocably appoints, designates and authorizes Bank of America Barclays to act as the Administrative Agent and the Collateral Agent and authorizes the Administrative Agent and Collateral Agent to take such action on its behalf under the provisions of this Agreement and each other Loan Document and to exercise such actions and powers and perform such duties as are expressly delegated to it by the terms of this Agreement or any other Loan Document, together with such powers as are reasonably incidental thereto. Notwithstanding any provision to the contrary contained elsewhere herein or in any other Loan Document, the Administrative Agent and Collateral Agent shall not have any duties or responsibilities, except those expressly set forth herein, nor shall the Administrative Agent or Collateral Agent have or be deemed to have any fiduciary relationship with any Lender or participant, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Agreement or any other Loan Document or otherwise exist against the Administrative Agent or the Collateral Agent. Without limiting the generality of the foregoing sentence, the use of the term “agent” herein and in the other Loan Documents with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable Law. Instead, such term is used merely as a matter of market custom, and is intended to create or reflect only an administrative relationship between independent contracting parties. The provisions of this Article X, are solely for the benefit of the Administrative Agent, the Collateral Agent, the Lenders, the L/C Issuers, and neither the Borrowers nor any Loan Party shall have rights as a third party beneficiary of any such provisions. Each L/C Issuer shall act on behalf of the Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and each such L/C Issuer shall have all of the benefits and immunities (i) provided to the Administrative Agent in this Article X with respect to any acts taken or omissions suffered by such L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and the applications and agreements for letters of credit pertaining to such Letters of Credit as fully as if the term “Agent” as used in this Article X and in the definition of “Agent-Related Person” included such L/C Issuer with respect to such acts or omissions, and (ii) as additionally provided herein with respect to such L/C Issuer. The Administrative Agent alone shall be authorized by each Lender to determine whether any Accounts constitute Eligible Accounts, or whether to impose or release any Borrowing Base Reserve, and to exercise its Credit Judgment in connection therewith, which determinations and judgments, if exercised in good faith, shall exonerate the Administrative Agent from liability to any Lender or other Person for any error in judgment.