Common use of APPOINTMENT OF LENDER AS ATTORNEY Clause in Contracts

APPOINTMENT OF LENDER AS ATTORNEY. IN-FACT. Borrower irrevocably designates, makes, constitutes and appoints Lender (and all persons reasonably designated by Lender), with full power of substitution, as Borrower's true and lawful attorney-in-fact (and not agent-in-fact) and Lender, or Lender's agent, may, without notice to Borrower, and at such time or times thereafter as Lender or said agent, in its discretion, may determine, in Borrower's or Lender's name, at no duty or obligation on Lender, do the following: A. ALL acts and things necessary to fulfill Borrower's administrative duties pursuant to this Agreement including, but not limited to, the execution of financing statements; B. Upon the occurrence of any Default, all acts and things necessary to fulfill Borrower's obligations under this Agreement and the Loan Documents, except as set forth in Section 7.7.C below, at the cost and expense of Borrower. C. In addition to, but not in limitation of the foregoing, at any time or times upon the occurrence of an Event of Default, Lender shall have the right: (i) to enter upon Borrower's premises and to receive and open all mail directed to Borrower and remove all payments to Borrower on the Receivables; however, Lender shall turn over to Borrower all of such mail not relating to Receivables; (ii) in the name of Borrower, to notify the Post Office authorities to change the address for the delivery of mail addressed to Borrower to such address as Lender may designate (notwithstanding the foregoing, for the purposes of notice and service of process to or upon Borrower as set forth in this Agreement, Lender's rights to change the address for the delivery of mail shall not give Lender the right to change the address for notice and service of process to or upon Borrower in this Agreement); (iii) demand, collect, receive for and give renewals, extensions, discharges and releases of any Receivable; (iv) institute and prosecute legal and equitable proceedings to realize upon the Receivables; (v) settle, compromise, compound or adjust claims in respect of any Receivable or any legal proceedings brought in respect thereof; (vi) generally, sell in whole or in part for cash, credit or property to others or to itself at any public or private sale, assign, make any agreement with respect to or otherwise deal with any of the Receivables as fully and completely as though Lender were the absolute owner thereof for all purposes, except to the extent limited by any applicable laws and subject to any requirements of notice to Borrower or other persons under applicable laws; (vii) take possession and control in any manner and in any place of any cash or non-cash items of payment or proceeds of Receivables;

APPOINTMENT OF LENDER AS ATTORNEY. IN-FACT. 9.1 When an Event of Default shall occur and be continuing, Borrower hereby irrevocably designates, makes, constitutes and appoints Lender (and all persons reasonably designated by Lender), with full power of substitution, as Borrower's true and lawful attorney-in-fact with power of substitution to act for Borrower in Borrower's name or in the name of Lender or otherwise, for the use and benefit of Lender hereunder, at the expense of Borrower, provided that in no event shall this appointment impose any duty on Lender to act initially or thereafter, as this appointment is made solely to allow Lender to protect its interests in the Collateral from time to time at its option. This special power of attorney shall include, but not be limited to, the hereinafter enumerated acts: (a) to execute and not agent-in-fact) and Lenderdeliver, or Lender's agentotherwise take any action deemed appropriate by Lender regarding any deed, maylease, without notice assignment, security agreement, certificate of title, chattel mortgage, vehicle registration, xxxx of sale, release and such other instruments as may be necessary to sell, assign, transfer, pledge or otherwise deal with the property of Borrower which is or shall hereafter become Collateral of Lender under this Agreement and any amendments hereto; (b) to demand, collect, receive payment on, release and otherwise take any action deemed appropriate by Lender regarding all claims or money due or to become due to the Borrower in connection with the purchase, sale, damage or destruction of any of the Collateral, to settle and compromise any such claim, to receive and open any mail addressed to Borrower, and at such time to endorse checks for collection, settlement, or times thereafter as compromise; and (c) to prosecute or otherwise take any action deemed appropriate by Lender in the name of Lender or said agent, in its discretion, may determine, in Borrower's or Lender's name, at no duty or obligation on Lender, do the following: A. ALL acts and things necessary to fulfill Borrower's administrative duties pursuant to this Agreement including, but not limited to, the execution of financing statements; B. Upon the occurrence of any Default, all acts and things necessary to fulfill Borrower's obligations under this Agreement and the Loan Documents, except as set forth in Section 7.7.C below, at the cost and expense of Borrower. C. In addition to, but not in limitation of the foregoing, at any time or times upon the occurrence of an Event of Default, Lender shall have the right: (i) to enter upon Borrower's premises and to receive and open all mail directed to Borrower and remove all payments to Borrower on the Receivables; however, Lender shall turn over to Borrower all of such mail not relating to Receivables; (ii) in the name of Borrower, or otherwise, any action or proceeding to notify collect any such claim or to enforce the Post Office authorities to change the address right of Borrower for the delivery benefit of mail addressed to Borrower to such address as Lender may designate (notwithstanding the foregoing, for the purposes of notice and service of process to or upon Borrower as set forth in this Agreement, Lender's rights to change the address for the delivery of mail shall not give Lender the right to change the address for notice and service of process to or upon Borrower in this Agreement); (iii) demand, collect, receive for and give renewals, extensions, discharges and releases of any Receivable; (iv) institute and prosecute legal and equitable proceedings to realize upon the Receivables; (v) settle, compromise, compound or adjust claims in respect of any Receivable or any legal proceedings brought in respect thereof; (vi) generally, sell in whole or in part for cash, credit or property to others or to itself at any public or private sale, assign, make any agreement with respect to or otherwise deal with any of the Receivables as fully and completely as though Lender were the absolute owner thereof for all purposes, except to the extent limited by any applicable laws and subject to any requirements of notice to Borrower or other persons under applicable laws; (vii) take possession and control in any manner and in any place of any cash or non-cash items of payment or proceeds of Receivables;.

APPOINTMENT OF LENDER AS ATTORNEY. IN-FACT. Borrower irrevocably designates, makes, constitutes and appoints Lender (and all persons reasonably designated by Lender), with full power of substitution, as Borrower's true and lawful attorney-in-fact (and not agent-in-fact) and Lender, or Lender's agent, may, without notice to Borrower, and at such time or times thereafter as Lender or said agent, in its discretion, may determine, in Borrower's or Lender's name, at no duty or obligation on Lender, do the following: A. ALL All acts and things necessary to fulfill Borrower's administrative duties pursuant to this Agreement Agreement, including, but not limited to, the execution of financing statements; B. Upon the occurrence of any Default, all acts and things necessary to fulfill Borrower's obligations under this Agreement and the Loan Documents, except as set forth in Section 7.7.C 7.8.C below, at the cost and expense of Borrower. C. In addition to, but not in limitation of the foregoing, at any time or times upon the occurrence of an Event of Default, Lender shall have the right: (i) to enter upon Borrower's premises and to receive and open all mail directed to Borrower and remove all payments to Borrower on the Receivables; however, Lender shall turn over to Borrower all of such mail not relating to Receivables; (ii) in the name of Borrower, to notify the Post Office authorities to change the address for the delivery of mail addressed to Borrower to such address as Lender may designate (notwithstanding the foregoing, for the purposes of notice and service of process to or upon Borrower as set forth in this Agreement, Lender's rights to change the address for the delivery of mail shall not give Lender the right to change the address for notice and service of process to or upon Borrower in this Agreement); (iii) demand, collect, receive for and give renewals, extensions, discharges and releases of any Receivable; (iv) institute and prosecute legal and equitable proceedings to realize upon the Receivables; (v) settle, compromise, compound or adjust claims in respect of any Receivable or any legal proceedings brought in respect thereof; (vi) generally, sell in whole or in part for cash, credit or property to others or to itself at any public or private sale, assign, make any agreement with respect to or otherwise deal with any of the Receivables as fully and completely as though Lender were the absolute owner thereof for all purposes, except to the extent limited by any applicable laws and subject to any requirements of notice to Borrower or other persons under applicable laws; (vii) take possession and control in any manner and in any place of any cash or non-cash items of payment or proceeds of Receivables;

APPOINTMENT OF LENDER AS ATTORNEY. IN-FACTFACT . Borrower Each Related Party irrevocably designates, makes, constitutes and appoints Lender (and all persons reasonably designated by Lender), with full power of substitution, as Borrower's such Related Party’s true and lawful attorney-in-fact (and not agent-in-fact) and Lender, or Lender's ’s agent, may, without notice to Borrowerany Related Party, and at such time or times thereafter as Lender or said agent, in its discretion, may determine, in Borrower's such Related Party’s or Lender's ’s name, at no duty or obligation on Lender, do the following: A. ALL (a) All acts and things necessary to fulfill Borrower's the Related Party’s administrative duties pursuant to this Agreement Agreement, including, but not limited to, the execution filing of financing statements;statements without such Related Party’s signature. B. (b) Upon the occurrence of any DefaultDefault or Event of Default and during the continuation thereof, all acts and things necessary to fulfill Borrower's each Related Party’s obligations under this Agreement and the Loan Documents, except as otherwise set forth in Section 7.7.C belowherein, at the cost and expense of Borrower. C. (c) In addition to, but not in limitation of the foregoing, at any time or times upon the occurrence of an Event of Default, Lender shall have the right: (i) to enter upon Borrower's any Related Party’s premises and to receive and open all mail directed to Borrower such Related Party and remove all payments to Borrower such Related Party on the Receivables; however, Lender shall turn over to Borrower such Related Party all of such mail not relating to Receivables; (ii) in the name of Borrowerany Related Party, to notify the Post Office authorities to change the address for the delivery of mail addressed to Borrower any Related Party to such address as Lender may designate (notwithstanding the foregoing, for the purposes of notice and service of process to or upon Borrower any Related Party as set forth in this Agreement, Lender's ’s rights to change the address for the delivery of mail shall not give Lender the right to change the address for notice and service of process to or upon Borrower such Related Party in this Agreement); (iii) demand, collect, receive for and give renewals, extensions, discharges and releases of any Receivable; (iv) institute and prosecute legal and equitable proceedings to realize upon the Receivables; (v) settle, compromise, compound or adjust claims in respect of any Receivable or any legal proceedings brought in respect thereof; (vi) generally, sell in whole or in part for cash, credit or property to others or to itself at any public or private sale, assign, make any agreement with respect to or otherwise deal with any of the Receivables as fully and completely as though Lender were the absolute owner thereof for all purposes, except to the extent limited by any applicable laws and subject to any requirements of notice to Borrower such Related Party or other persons Persons under applicable laws; (vii) take possession and control in any manner and in any place of any cash or non-cash items of payment or proceeds of Receivables;; (viii) endorse the name of the appropriate Related Party upon any notes, acceptances, checks, drafts, money orders, chattel paper or other evidences of payment of Receivables that may come into Lender’s possession; and (ix) sign the appropriate Related Party’s name on any instruments or documents relating to any of the Collateral, or on drafts against Account Debtors. The appointment of Lender as attorney-in-fact for each Related Party is coupled with an interest and is irrevocable.

APPOINTMENT OF LENDER AS ATTORNEY. IN-FACT. Borrower irrevocably designates, makes, constitutes and appoints Lender (and all persons reasonably designated by Lender), with full power of substitution, as Borrower's true and lawful attorney-in-fact (and not agent-in-fact) and Lender, or Lender's agent, may, without notice to Borrower, and at such time or times thereafter as Lender or said agent, in its discretion, may determine, in Borrower's or Lender's name, at no duty or obligation on Lender, do the following: A. ALL All acts and things necessary to fulfill Borrower's administrative duties pursuant to this Agreement Agreement, including, but not limited to, the execution of financing statements; B. Upon the occurrence of any Default, all acts and things necessary to fulfill Borrower's obligations under this Agreement and the Loan Documents, except as set forth in Section 7.7.C below, at the cost and expense of Borrower. C. In addition to, but not in limitation of the foregoing, at any time or times upon the occurrence of an Event of Default, Lender shall have the right: (i) to enter upon Borrower's premises and to receive and open all mail directed to Borrower and remove all payments to Borrower on the Receivables; however, Lender shall turn over to Borrower all of such mail not relating to Receivables; (ii) in the name of Borrower, to notify the Post Office authorities to change the address for the delivery of mail addressed to Borrower to such address as Lender may designate (notwithstanding the foregoing, for the purposes of notice and service of process to or upon Borrower as set forth in this Agreement, Lender's rights to change the address for the delivery of mail shall not give Lender the right to change the address for notice and service of process to or upon Borrower in this Agreement); (iii) demand, collect, receive for and give renewals, extensions, discharges and releases of any Receivable; (iv) institute and prosecute legal and equitable proceedings to realize upon the Receivables; (v) settle, compromise, compound or adjust claims in respect of any Receivable or any legal proceedings brought in respect thereof; (vi) generally, sell in whole or in part for cash, credit or property to others or to itself at any public or private sale, assign, make any agreement with respect to or otherwise deal with any of the Receivables as fully and completely as though Lender were the absolute owner thereof for all purposes, except to the extent limited by any applicable laws and subject to any requirements of notice to Borrower or other persons under applicable laws; (vii) take possession and control in any manner and in any place of any cash or non-cash items of payment or proceeds of Receivables;

APPOINTMENT OF LENDER AS ATTORNEY. IN-IN- FACT. Borrower irrevocably designates, makes, constitutes and appoints Lender (and all persons reasonably designated by Lender), with full power of substitution, as Borrower's true and lawful attorney-in-fact (and not agent-in-fact) and Lender, or Lender's agent, may, without notice to Borrower, and at such time or times thereafter as Lender or said agent, in its discretion, may determine, in Borrower's or Lender's name, at no duty or obligation on Lender, do the following: A. ALL All acts and things necessary to fulfill Borrower's administrative duties pursuant to this Agreement Agreement, including, but not limited to, the execution of financing statements; B. Upon During the occurrence of continuance any Default, all acts and things necessary to fulfill Borrower's obligations under this Agreement and the Loan Documents, except as set forth in Section 7.7.C below, at the cost and expense of Borrower. C. In addition to, but not in limitation of the foregoing, at any time or times upon during the occurrence continuance of an Event of Default, Lender shall have the right: (i) to enter upon Borrower's premises and to receive and open all mail directed to Borrower and remove all payments to Borrower on the Receivables; however, Lender shall turn over to Borrower all of such mail not relating to Receivables; (ii) in the name of Borrower, to notify the Post Office authorities to change the address for the delivery of mail addressed to Borrower to such address as Lender may designate (notwithstanding the foregoing, for the purposes of notice and service of process to or upon Borrower as set forth in this Agreement, Lender's rights to change the address for the delivery of mail shall not give Lender the right to change the address for notice and service of process to or upon Borrower in this Agreement); (iii) demand, collect, receive for and give renewals, extensions, discharges and releases of any Receivable; (iv) institute and prosecute legal and equitable proceedings to realize upon the Receivables; (v) settle, compromise, compound or adjust claims in respect of any Receivable or any legal proceedings brought in respect thereof; (vi) generally, sell in whole or in part for cash, credit or property to others or to itself at any public or private sale, assign, make any agreement with respect to or otherwise deal with any of the Receivables as fully and completely as though Lender were the absolute owner thereof for all purposes, except to the extent limited by any applicable laws and subject to any requirements of notice to Borrower or other persons under applicable laws; (vii) take possession and control in any manner and in any place of any cash or non-cash items of payment or proceeds of Receivables;legal

APPOINTMENT OF LENDER AS ATTORNEY. IN-FACT9.1. When an Event of Default shall occur and be continuing, Borrower hereby irrevocably designates, makes, constitutes and appoints Lender (and all persons reasonably designated by Lender), with full power of substitution, as Borrower's true and lawful attorney-in-fact (and not agent-in-fact) and with power of substitution to act for Borrower in Borrower's name or in the name of Lender, or Lender's agentotherwise, mayfor the use and benefit of Lender hereunder, without at the expense of Borrower; provided that in no event shall this appointment impose any duty on Lender to act initially or thereafter, as this appointment is made solely to allow Lender to protect its interests in the Collateral from time to time at its option. This special power of attorney shall include, but not be limited to, the hereinafter enumerated acts: (a) Upon reasonable notice to Borrower, to execute and at deliver, or otherwise take any action deemed appropriate by Lender regarding any deed, lease, assignment, security agreement, certificate of title, chattel mortgage, vehicle registration, xxxx of sale, release and such time or times thereafter other instruments as Lender or said agent, in its discretion, may determine, in Borrower's or Lender's name, at no duty or obligation on Lender, do the following: A. ALL acts and things be necessary to fulfill Borrower's administrative duties pursuant to this Agreement includingsell, but not limited toassign, transfer, pledge or otherwise deal with the execution property of financing statements; B. Upon the occurrence Borrower which is or shall hereafter become Collateral of any Default, all acts and things necessary to fulfill Borrower's obligations Lender under this Agreement and any amendments thereto; (b) Upon reasonable notice to Borrower, to demand, collect, receive payment on, release and otherwise take any action deemed appropriate by Lender regarding all claims or money due or to become due to the Loan DocumentsBorrower in connection with the purchase, except as set forth in Section 7.7.C belowsale, at the cost and expense damage or destruction of Borrower. C. In addition to, but not in limitation any of the foregoingCollateral, at to settle and compromise any time or times upon the occurrence of an Event of Defaultsuch claim, Lender shall have the right: (i) to enter upon Borrower's premises and to receive and open all any mail directed addressed to Borrower Borrower, and remove all payments to Borrower on endorse checks for collection, deposit or payment, and execute and deliver waivers, releases, covenants not to xxx, or other legal instruments deemed necessary to effect such collection, settlement or compromise; and (c) Upon reasonable notice to Borrower, to prosecute or otherwise take any action deemed appropriate by Lender in the Receivables; however, name of Lender shall turn over to Borrower all of such mail not relating to Receivables; (ii) or in the name of Borrower, or otherwise, any action or proceeding to notify collect any such claim or to enforce the Post Office authorities to change the address right of Borrower for the delivery benefit of mail addressed to Borrower to such address as Lender may designate (notwithstanding the foregoing, for the purposes of notice and service of process to or upon Borrower as set forth in this Agreement, Lender's rights to change the address for the delivery of mail shall not give Lender the right to change the address for notice and service of process to or upon Borrower in this Agreement); (iii) demand, collect, receive for and give renewals, extensions, discharges and releases of any Receivable; (iv) institute and prosecute legal and equitable proceedings to realize upon the Receivables; (v) settle, compromise, compound or adjust claims in respect of any Receivable or any legal proceedings brought in respect thereof; (vi) generally, sell in whole or in part for cash, credit or property to others or to itself at any public or private sale, assign, make any agreement with respect to or otherwise deal with any of the Receivables as fully and completely as though Lender were the absolute owner thereof for all purposes, except to the extent limited by any applicable laws and subject to any requirements of notice to Borrower or other persons under applicable laws; (vii) take possession and control in any manner and in any place of any cash or non-cash items of payment or proceeds of Receivables;.