Common use of Appointment of the Agent as Borrower's Attorney-in-Fact Clause in Contracts

Appointment of the Agent as Borrower's Attorney-in-Fact. Each Borrower hereby irrevocably designates, makes, constitutes and appoints the Agent (and all Persons designated by the Agent) such Borrower's true and lawful agent and attorney-in-fact (which appointment shall for all purposes be deemed to be coupled with an interest and shall be irrevocable for so long as any Obligations are outstanding), and authorizes the Agent, in any Borrower's or the Agent's name, without notice to any Borrower, to: (A) upon the occurrence and during the continuance of an Event of Default (i) demand payment of Accounts, (ii) enforce payment of Accounts by legal proceedings or otherwise, (iii) exercise all of any Borrower's rights and remedies with respect to the collection of the Collateral or any legal proceedings brought to collect an Account, (iv) sell or assign any Collateral upon such terms, for such amount and at such time or times as the Agent deems advisable, (v) settle, adjust, compromise, extend or renew any Collateral, (vi) discharge and release any Account, (vii) prepare, file and sign any Borrower's name on any proof of claim in bankruptcy or other similar document against an Account Debtor or on any notice of Lien, assignment or satisfaction of Lien or similar document in connection with any of the Collateral, (viii) notify the postal authorities of any change of the address for delivery of any Borrower's mail to an address designated by the Agent, and receive, open and dispose of all mail addressed to any Borrower and (ix) do all acts and things which are necessary in the Agent's sole discretion to fulfill the Obligations under the Financing Agreements; and (B) at any time, to (i) have access to any lockbox or postal box into which any Borrower's mail is deposited, (ii) endorse any Borrower's name upon any Chattel Paper, Document, Instrument, invoice, freight xxxx, xxxx of lading or similar document or agreement relating to any Account or any goods pertaining thereto, (iii) execute in any Borrower's name and on any Borrower's behalf any financing statements or amendments thereto, (iv) endorse any Borrower's name on any verification of Accounts and notices thereof to Account Debtors, (v) use the information recorded or contained in any data processing equipment and computer hardware and software relating to the Accounts and any other Collateral, (vi) take control in any manner of any item of payment or proceeds of any Account, (vii) endorse any Borrower's name upon any items of payment or proceeds thereof and deposit the same in the Agent's account on account of any Borrower's Obligations, and (viii) communicate with any Borrower's independent certified public accountants (with a representative of the Borrower Representative present unless an Event of Default shall have occurred and be continuing).

Appointment of the Agent as Borrower's Attorney-in-Fact. Each The Borrower hereby irrevocably designates, makes, constitutes and appoints the Agent (and all Persons designated by the Agent) such the Borrower's true and lawful agent and attorney-in-fact (which appointment shall for all purposes be deemed to be coupled with an interest and shall be irrevocable for so long as any Obligations are outstanding), and authorizes the Agent, in any the Borrower's or the Agent's name, without notice to any the Borrower, to: (A) upon following the occurrence and during the continuance of a Default or an Event of Default (i) demand payment of Accounts, (ii) enforce payment of Accounts by legal proceedings or otherwise, (iii) exercise all of any the Borrower's rights and remedies with respect to the collection of the Collateral or any legal proceedings brought to collect an Account, (iv) sell or assign any Collateral upon such terms, for such amount and at such time or times as the Agent deems advisable, (v) settle, adjust, compromise, extend or renew any Collateral, (vi) discharge and release any Account, (vii) prepare, file and sign any the Borrower's name on any proof of claim in bankruptcy or other similar document against an Account Debtor or on any notice of Lien, assignment or satisfaction of Lien or similar document in connection with any of the Collateral, (viii) notify the postal authorities of any change of the address for delivery of any the Borrower's mail to an address designated by the Agent, and receive, open and dispose of all mail addressed to any Borrower and the Borrower, (ix) do all acts and things which are necessary take control in the Agent's sole discretion to fulfill the Obligations under the Financing Agreements; and any manner of any item of payment or proceeds of any Account, (B) at any time, to (ix) have access to any lockbox or postal box into which any the Borrower's mail is deposited, (iixi) endorse any the Borrower's name upon any Chattel Paperitems of payment or proceeds thereof and deposit the same in the Agent's account on account of the Borrower's Obligations, Document(xii) endorse the Borrower's name upon any chattel paper, Instrumentdocument, instrument, invoice, freight xxxx, xxxx of lading or similar document or agreement relating to any Account or any goods pertaining thereto, and (iiixiii) do all acts and things which are necessary, in the Agent's sole discretion, to fulfill the Borrower's Obligations under the Financing Agreements; and (B) at any time, to (i) execute in any the Borrower's name nam and on any the Borrower's behalf any financing statements or amendments thereto, (ivii) endorse any the Borrower's name on any verification of Accounts and notices thereof to Account Debtors, (viii) use the information recorded or contained in any data processing equipment and computer hardware and software relating to the Accounts and any other Collateral, (vi) take control in any manner of any item of payment or proceeds of any Account, (vii) endorse any Borrower's name upon any items of payment or proceeds thereof and deposit the same in the Agent's account on account of any Borrower's Obligations, and (viiiiv) communicate with any the Borrower's independent certified public accountants (with a representative of the Borrower Representative present unless an Event of Default shall have occurred and be continuing)accountants.

Appointment of the Agent as Borrower's Attorney-in-Fact. Each The Borrower hereby irrevocably designates, makes, constitutes and appoints the Agent (and all Persons designated by the Agent) such the Borrower's true and lawful agent and attorney-in-fact (which appointment shall for all purposes be deemed to be coupled with an interest and shall be irrevocable for so long as any Obligations are outstanding), and authorizes the Agent, in any the Borrower's or the Agent's name, without notice to any the Borrower, to: (A) upon following the occurrence and during the continuance of an Event of Default (i) demand payment of Accounts, (ii) enforce payment of Accounts by legal proceedings or otherwise, (iii) exercise all of any the Borrower's rights and remedies with respect to the collection of the Collateral or any legal proceedings brought to collect an Account, (iv) sell or assign any Collateral upon such terms, for such amount and at such time or times as the Agent deems advisable, (v) settle, adjust, compromise, extend or renew any Collateral, (vi) discharge and release any Account, (vii) prepare, file and sign any the Borrower's name on any proof of claim in bankruptcy or other similar document against an Account Debtor or on any notice of Lien, assignment or satisfaction of Lien or similar document in connection with any of the Collateral, (viii) notify the postal authorities of any change of the address for delivery of any the Borrower's mail to an address designated by the Agent, and receive, open and dispose of all mail addressed to any Borrower the Borrower, and (ix) do all acts and things which are necessary necessary, in the Agent's sole discretion discretion, to fulfill the Borrower's Obligations under the Financing Agreements; and (B) at any time, to (i) take control in any manner of any item of payment or proceeds of any Account, (ii) have access to any lockbox or postal box into which any the Borrower's mail is deposited, (iiiii) endorse the Borrower's name upon any items of payment or proceeds thereof and deposit the same in the Agent's account on account of the Borrower's Obligations, (iv) endorse the Borrower's name upon any Chattel Paper, Document, Instrument, invoice, freight xxxxbill, xxxx of xxll xx lading or similar document or agreement relating to any Account or any goods pertaining thereto, (iiiv) execute in any the Borrower's name and on any the Borrower's behalf any financing statements or amendments thereto, (ivvi) endorse any the Borrower's name on any verification of Accounts and notices thereof to Account Debtors, (vvii) use the information recorded or contained in any data processing equipment and computer hardware and software relating to the Accounts and any other Collateral, (vi) take control in any manner of any item of payment or proceeds of any Account, (vii) endorse any Borrower's name upon any items of payment or proceeds thereof and deposit the same in the Agent's account on account of any Borrower's Obligations, and (viii) communicate with any the Borrower's independent certified public accountants (with a representative of the Borrower Representative present unless an Event of Default shall have occurred and be continuing)accountants.

Appointment of the Agent as Borrower's Attorney-in-Fact. Each The Borrower hereby irrevocably designates, makes, constitutes and appoints the Agent (and all Persons designated by the Agent) such the Borrower's true and lawful agent and attorney-in-fact (which appointment shall for all purposes be deemed to be coupled with an interest and shall be irrevocable for so long as any Obligations are outstanding), and authorizes the Agent, in any the Borrower's or the Agent's name, without notice to any the Borrower, to: (A) upon the occurrence and during the continuance of an Event of Default (i) demand payment of Accounts, (ii) enforce payment of Accounts by legal proceedings or otherwise, (iii) exercise all of any the Borrower's rights and remedies with respect to the collection of the Collateral or any legal proceedings brought to collect an Account, (iv) sell or assign any Collateral upon such terms, for such amount and commercially reasonable terms at such time or times as the Agent deems advisable, (v) settle, adjust, compromise, extend or renew any CollateralCollateral in a commercially reasonable manner, (vi) discharge and release any AccountAccount in a commercially reasonable manner, (vii) prepare, file and sign any the Borrower's name on any proof of claim in bankruptcy or other similar document against an Account Debtor or on any notice of Lien, assignment or satisfaction of Lien or similar document in connection with any of the Collateral, (viii) notify the postal authorities of any change of the address for delivery of any the Borrower's mail to an address designated by the Agent, and receive, open and dispose of all mail addressed to any Borrower and the Borrower, (ix) do all acts and things which are necessary in endorse the Agent's sole discretion to fulfill the Obligations under the Financing Agreements; and (B) at any time, to (i) have access to any lockbox or postal box into which any Borrower's mail is deposited, (ii) endorse any Borrower's name upon any Chattel Paper, Document, Instrument, invoice, freight xxxxbill, xxxx of xxll xx lading or similar document or agreement relating to any Account or any goods pertaining thereto, (iiix) execute in any the Borrower's name and on any the Borrower's behalf any financing statements or amendments thereto, (iv) endorse any Borrower's name on any verification of Accounts and notices thereof to Account Debtors, (vxi) use the information recorded or contained in any data processing equipment and computer hardware and software relating to the Accounts and any other Collateral, (vixii) have access to any lockbox or postal box into which the Borrower's mail is deposited, and (xiii) do all acts and things which are necessary, in the Agent's sole discretion, to fulfill the Borrower's Obligations under the Financing Agreements; and (B) at any time when any Obligations are outstanding, to (i) take control in any manner of any item of payment or proceeds of any Account, (viiii) endorse any the Borrower's name upon any items of payment or proceeds thereof and deposit the same in the Agent's account on account of any the Borrower's Obligations, and (viiiiii) communicate with any the Borrower's independent certified public accountants (with a representative of the Borrower Representative present unless an Event of Default shall have occurred and be continuing).accountants. 3.7