Appointment of Borrower Agent. Each Borrower hereby designates the Company as its representative and agent on its behalf for the purposes of issuing Loan Notices, Swing Line Loan Notices, giving instructions with respect to the disbursement of the proceeds of the Loans, selecting interest rate options, requesting Letters of Credit, giving and receiving all other notices and consents hereunder or under any of the other Loan Documents and taking all other actions (including in respect of compliance with covenants) on behalf of any Borrower or Borrowers under the Loan Documents. The Borrower Agent hereby accepts such appointment. The Administrative Agent and each Lender may regard any notice or other communication pursuant to any Loan Document from the Borrower Agent as a notice or communication from all Borrowers, and may give any notice or communication required or permitted to be given to any Borrower or Borrowers hereunder to the Borrower Agent on behalf of such Borrower or Borrowers. Each Borrower agrees that each notice, election, representation and warranty, covenant, agreement and undertaking made on its behalf by the Borrower Agent shall be deemed for all purposes to have been made by such Borrower and shall be binding upon and enforceable against such Borrower to the same extent as if the same had been made directly by such Borrower.
Appointment of Borrower Agent. Borrower recognizes that it is advantageous and convenient for them to, and as such, is hereby authorized to, appoint one or more officers of the Borrowers from time to time to act as agent for the Borrower to effect borrowings and other extensions of credit under this Agreement and to designate a Borrower to which proceeds of the borrowings shall be distributed (individually and collectively, the “Borrower Agent”).
Appointment of Borrower Agent. Each of the Borrowers hereby irrevocably appoints the Parent as its agent (the “Borrower Agent”) for all purposes relevant to this Agreement and each of the other Credit Documents, including (a) the giving and receipt of notices, (b) the execution and delivery of all documents, instruments and certificates contemplated herein and all modifications hereto, and (c) the receipt of the proceeds of any Loans made by the Lenders to any Borrower. Any acknowledgment, consent, direction, certification or other action which might otherwise be valid or effective only if given or taken by all Borrowers, or by each Borrower acting singly, shall be valid and effective if given or taken only by the Borrower Agent, whether or not any such other Borrower joins therein. Any notice, demand, consent, acknowledgement, direction, certification or other communication delivered to the Borrower Agent in accordance with the terms of this Agreement shall be deemed to have been delivered to each Credit Party.
Appointment of Borrower Agent. Each Borrower (other than the Company) hereby irrevocably appoints the Company as its agent for all purposes relevant to this Agreement, each of the other Loan Documents, and all other documents and electronic platforms entered into in connection herewith, including (a) the giving and receipt of notices and (b) the execution and delivery of all documents, instruments and certificates contemplated herein and all modifications hereto. Any acknowledgment, consent, direction, certification or other action which might otherwise be valid or effective only if given or taken by all Borrowers, or by each Borrower acting singly, shall be valid and effective if given or taken only by the Company, whether or not any other Borrower joins therein. Any notice, demand, consent, acknowledgement, direction, certification or other communication delivered to the Company in accordance with the terms of this Agreement shall be deemed to have been delivered to each other Borrower. For the purpose of this Section 2.17, each Borrower (other than the Company) releases the Company to the extent applicable from the restrictions on self-dealing and multi-representation pursuant to Section 181 of the German Civil Code.
Appointment of Borrower Agent. The Canadian Borrower hereby irrevocably appoints the German Borrower as its agent for all purposes relevant to this Agreement and each of the other Loan Documents, including (a) the giving and receipt of notices and (b) the execution and delivery of all documents, instruments and certificates contemplated herein and all modifications hereto. Any acknowledgment, consent, direction, certification or other action which might otherwise be valid or effective only if given or taken by all Borrowers, or by each Borrower acting singly, shall be valid and effective if given or taken only by the German Borrower, whether or not the Canadian Borrower joins therein. Any notice, demand, consent, acknowledgement, direction, certification or other communication delivered to the German Borrower in accordance with the terms of this Agreement shall be deemed to have been delivered to the Canadian Borrower.
Appointment of Borrower Agent. 90 SECTION 14. TERM OF AGREEMENT; MISCELLANEOUS .................................................. 91 14.1 Term .............................................................................. 91 14.2
Appointment of Borrower Agent. (a) Each Borrower hereby irrevocably appoints and constitutes Borrower Agent as its agent to request and receive Loans and Letter of Credit Accommodations pursuant to this Agreement and the other Financing Agreements from Agent or any Lender in the name or on behalf of such Borrower. Subject to the terms and conditions contained herein, Agent and Lenders may disburse the Loans to such bank account of a Borrower or otherwise make such Loans to a Borrower and provide such Letter of Credit Accommodations to a Borrower as Borrower Agent may designate or direct, without notice to any other Borrower or Obligor.
Appointment of Borrower Agent. (a) Each Borrower hereby irrevocably appoints and constitutes Borrower Agent as its agent to request and receive the Term Loan pursuant to this Agreement and the other Financing Agreements from Lender in the name or on behalf of such Borrower.
Appointment of Borrower Agent. (a) The Borrowers hereby irrevocably designate and authorize LHC (the "BORROWER AGENT") to act as agent and attorney in fact for each of them generally for purposes of this Agreement and the other Loan Documents, in such capacity. This appointment as agent and attorney-in-fact is durable and irrevocable as long as any Obligations are outstanding, and will not be affected by any disability or incapacity of any Borrower or any of its employees, agent or representatives, or the lapse of time.
Appointment of Borrower Agent. Each Borrower hereby irrevocably appoints and authorizes MTI to act as its agent hereunder and under the Notes with such powers as are specifically delegated to the Borrower Agent by the terms of this Agreement and the Notes, including, without limitation, the power to receive notice on behalf of all of the Borrowers, together with such other powers as are reasonably incidental thereto. Survival; Indemnification. The obligations of the Borrowers under Sections 2.11, 2.12, 2.17, 2.18, 3.10, 9.8 and 9.16 shall survive the repayment of the Loans. If after receipt of any payment of all or any part of the amounts outstanding hereunder or under the Notes, the Agent or any Bank is for any reason compelled to return such payment to any Person because such payment is determined to be void or voidable as a preference, an impermissible setoff, or a diversion of trust funds, or for any other reason, this Agreement and the Notes shall continue in full force and the Borrowers shall be liable, and shall indemnify and hold the Agent and each Bank harmless for, the amount of such payment returned and any fees and expenses incurred in enforcing this indemnity provision. The provisions of this Section shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Bank in reliance upon such payment, and any such contrary action so taken shall be without prejudice to the Agent's or any Bank's rights under this Agreement and the Notes and shall be deemed to have been conditioned upon such payment having become final and irrevocable. The provisions of this Section shall survive the termination of the Agreement and the Notes. Each Borrower hereby jointly and severally indemnifies and holds harmless the Agent, each Bank and all of their affiliates, subsidiaries, successors, assigns, officers, directors, attorneys, shareholders, employees and agents ("Indemnified Parties") from any and all liability, damages, costs, claims, losses, suits, actions, legal or administrative proceedings, interest, expenses, reasonable attorneys' fees (including any such fees and expenses incurred in investigating, evaluating or defending such claims or in enforcing this indemnity provision), and reasonable consultants' fees and expert witness fees incurred by any of them caused by, relating to, arising out of or resulting from or in any way connected with this Agreement or the Notes and any transaction contemplated herein or therein, exclusive of any of ...
