Appointment and duties of the Agent. Each Finance Party (other than the Agent) irrevocably appoints the Agent to act as its agent under and in connection with the Finance Documents, and irrevocably authorises the Agent on its behalf to perform the duties and to exercise the rights, powers and discretions that are specifically delegated to it under or in connection with the Finance Documents, together with any other incidental rights, powers and discretions. The Agent shall have only those duties which are expressly specified in this Agreement. Those duties are solely of a mechanical and administrative nature.
Appointment and duties of the Agent. (a) Each Finance Party (other than the Agent) irrevocably appoints the Agent to act as its agent under and in connection with the Finance Documents.
(b) Each Party appointing the Agent irrevocably authorizes the Agent on its behalf to:
(i) perform the duties and to exercise the rights, powers and discretions that are specifically delegated to it under or in connection with the Finance Documents, together with any other incidental rights, powers and discretions; and
(ii) execute each Finance Document expressed to be executed by the Agent on that Party’s behalf.
(c) The Agent has only those duties which are expressly specified in this Agreement. Those duties are solely of a mechanical and administrative nature.
Appointment and duties of the Agent. The Lenders authorize the Agent to take such action on its behalf and to exercise such powers as are specifically delegated to it by the terms of this Agreement together with all such powers as are reasonably incidental thereto. In performing its duties and functions hereunder, the Agent shall exercise the same care as it normally exercises in making and handling loans and guarantee facilities for its own account. Any reference to the Agent in the Agreement or the Security Documents shall be understood as the Agent on behalf of the Lenders unless otherwise specifically stated. Notwithstanding anything to the contrary, the Agent shall always follow the instructions from the Lenders. In relation to the Security Documents, the Lenders hereby irrevocably:
(a) appoints the Agent to act as its agent and security trustee under and in connection with the Security Documents;
(b) authorises the Agent on its behalf to sign, execute and enforce the Security Documents;
(c) authorises the Agent on its behalf to perform the duties and to exercise the rights, powers, authorities and discretions that are specifically given to it under or in connection with the Security Documents, together with any other incidental rights, powers, authorities and discretions; or to a nominee who shall be approved by the Lenders. The Agent shall act as security agent for and behalf of the Lenders and Swap Banks, provided however that in relation to the Security Documents the Agent shall receive instructions from the Lenders only.
Appointment and duties of the Agent. The Lenders hereby appoint Firstar, subject to the terms and conditions of this section 8, as the Agent for the Lenders under and for purposes of this Agreement and the other Loan Documents. Each of the Lenders hereby irrevocably, authorizes, and directs the Agent to take such action on its behalf and to exercise such powers hereunder as are delegated to the Agent herein, together with such powers as are reasonably incident thereto, in connection with the administration of and enforcement of any rights or remedies with respect to this Agreement and the other Loan Documents. The Agent shall use reasonable diligence to examine the face of each document received by it hereunder to determine whether such document, on its face, appears to be what it purports to be. However, the Agent shall not be under any duty to examine into or pass upon the validity or genuineness of any documents received by it hereunder and the Agent shall be entitled to assume that any of the same which appears regular on its face is genuine and valid and what it purports to be.
Appointment and duties of the Agent. Each Lender hereby appoints the Agent to act as its agent under and in connection with this Agreement, and authorises the Agent on its behalf to perform the duties and to exercise the rights, powers and discretion that are specifically delegated to it under or in connection with this Agreement, together with any other incidental reasonable rights, powers and discretion. The Agent has only those duties which are expressly specified in this Agreement. Without prejudice to the binding nature of such duties, they are solely of a mechanical and administrative nature.
Appointment and duties of the Agent. (a) Each Finance Party (other than the Agent) irrevocably appoints the Agent to act as its agent under and in connection with the Finance Documents.
(b) Each Party appointing the Agent, irrevocably authorises the Agent on its behalf to perform the duties and to exercise the rights, powers and discretions that are specifically delegated to it under or in connection with the Finance Documents, together with any other reasonably incidental or desirable rights, powers and discretions.
(c) The Agent has only those duties which are expressly specified in the Finance Documents. Those duties are solely of a mechanical and administrative nature.
(d) Each Bank (in the case of each existing Bank at the date of this Agreement, on or before the date of this Agreement, and in the case of any New Bank, on or before the date the novation referred to in Clause 27.3 (Procedure for novations) becomes effective) will enter into a power of attorney in favour of the Spanish Security Agent in the form of Schedule 8 (Form of Bank's Power of Attorney) in all substantive respects.
Appointment and duties of the Agent. 2.1 The Issuer hereby appoints, on the terms and subject to the conditions of this Agreement, BNP Paribas, Italian Branch as the Agent acting at its specified office.
2.2 The Agent xxxxxx accepts the appointment pursuant to Clause 2.1 and undertakes to perform all the obligations and duties imposed on it by the provisions of this Agreement, the Conditions, Monte Titoli Instructions and Regulations and the Applicable Law.
2.3 The Agent will perform its obligations under this Agreement with the highest standards of diligence, skill and care, in compliance with article 1176, second paragraph, of the Italian civil code. The Agent expressly acknowledges that all its obligations under this Agreement regard the rendering of services comprised in its usual professional activities.
2.4 The Issuer hereby authorises and instructs the Agent to act as its agent (mandatario con rappresentanza) in relation to the Notes and in and with respect to all its dealings with Monte Titoli through which the Notes have been issued and are held in book entry form, and in this capacity in particular to execute any necessary documentation, to receive notices and to make payments in accordance with the terms of this Agreement and the Conditions. In this regard, the Agent shall have the full power, authority and right to do or cause to be done any and all things which it properly considers necessary, convenient or incidental to the exercise of its rights, powers and discretions as Agent for the purpose of performance of its duties.
2.5 For so long as the Notes are deposited with Monte Titoli, all transactions (including transfers) in the open market or otherwise must be effected through the Deposit Account, subject to, and in accordance with, Monte Titoli Instructions and Regulations then in effect. The holders then shown in the records of Monte Titoli as the holder of a particular amount of Notes (in which regard any certificate or other document issued by Monte Titoli as to the amount of such Notes standing to the account of any intermediary shall be conclusive and binding for all purposes save in the case of manifest error) shall be treated by the Issuer and the Agent as the holder of such amount of such Notes for all purposes.
2.6 The Issuer and the Agent shall provide Monte Titoli with the notifications, instructions or other information in accordance with the Monte Titoli Instructions and Regulations.
2.7 The Agent shall have no authority by virtue of this Agreement to act for or ...
Appointment and duties of the Agent. Each Lender authorises the Agent to take such action on its behalf and to exercise such powers as are specifically delegated to it by the terms of this Agreement together with all such powers as are reasonably incidental thereto. In performing its duties and functions hereunder, the Agent shall exercise the same care as it normally exercises in making and handling loans for its own account. The Agent shall act in accordance with instructions from the Lenders if legal proceedings are to be commenced against the Borrower. Any reference to the Agent in this Agreement and the Security Documents shall be understood as Agent on behalf of the Lenders unless otherwise specifically stated.
Appointment and duties of the Agent. (a) Each Finance Party (other than the Agent) irrevocably appoints the Agent to act as its agent under and in connection with the Finance Documents.
(b) Each party appointing the Agent irrevocably authorises the Agent on its behalf to perform the duties and to exercise the rights, powers and discretions that are specifically delegated to it under or in connection with the Finance Documents, together with any other incidental rights, powers and discretions.
(c) The Agent has only those duties which are expressly specified in this Agreement. Those duties are solely of a mechanical and administrative nature.
Appointment and duties of the Agent. The Banks authorize the Agent (either through its employees or agents) to take such action on the Banks' behalf and to exercise such powers hereunder as are specifically delegated to the Agent by the terms of this Agreement, together with such powers as are reasonably incidental thereto. The relationship between the Agent and each Bank is that of agent and principal only, and nothing herein shall impose on the Agent any duties or obligations other than those for which express provision is made herein. In performing its duties and functions hereunder, the Agent shall exercise the same care as it normally exercises in making and handling loans for its own account, but the Agent assumes no further responsibility and neither the Agent nor any of its officers, directors, employees or agents shall be liable to the Banks or any of them for any action taken or omitted to be taken hereunder or in connection with this Agreement, or the Loan unless caused by its or their gross negligence or wilful misconduct.
