Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power (a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral; (b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above; (c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations. (d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and (e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 8 contracts
Samples: Security Agreement (Asbury Automotive Group Inc), Security Agreement (Asbury Automotive Group Inc), Security Agreement (Asbury Automotive Group Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Revolving Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Revolving Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Revolving Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Revolving Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Revolving Administrative Agent’s possession or the Revolving Administrative Agent’s control, and deposit the same to the account of the Revolving Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Revolving Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Revolving Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 4 contracts
Samples: Security Agreement, Security Agreement (Sonic Automotive Inc), Security Agreement (Sonic Automotive Inc)
Attorney-in-Fact. Each Grantor Subject to the rights of the Borrower under Sections 2.05 and 2.06, the Borrower hereby appoints the Administrative Collateral Agent as the Grantor’s its attorney-in-fact for the purposes purpose of carrying out the provisions of this Security Agreement and, following the occurrence and during the continuation of an Event of Default, taking any action and executing any instrument instruments which the Administrative Collateral Agent may deem necessary or reasonably advisable to accomplish the purposes hereofof this Agreement, which to preserve the validity, perfection and priority of the Liens granted by this Agreement and to exercise its rights, remedies, powers and privileges under Article VI of this Agreement. This appointment as attorney-in-fact is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the Collateral Agent shall be entitled under this Agreement, following the occurrence and during the continuance continuation of an Event of Default, the Administrative Agent shall have the right and power
Default (a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance receipt and receipts discharge for moneys amounts due and to become due under or and in respect of all or any part of the Collateral;
, (b) to receive, endorse and collect any drafts Instruments or other instrumentsdrafts, documents and chattel paper Chattel Paper in connection with clause (a) above;
above (including any draft or check representing the proceeds of insurance or the return of unearned premiums), (c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings proceeding that the Administrative Collateral Agent may deem necessary or desirable reasonably advisable for the collection of all or any part of the Collateral, including the collection of any compensation due and to become due under any contract or agreement with respect to all or any part of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
and (ed) to execute, in connection with any sale or other disposition of the Collateral provided for hereinunder Article VI, any endorsementendorsements, assignments, bills of sale or other instruments of conveyance or transfer with respect theretoto all or any part of the Collateral.
Appears in 3 contracts
Samples: Security Agreement (Cheniere Energy Inc), Credit Agreement (Cheniere Energy Inc), Credit Agreement (Cheniere Energy Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured PartiesLenders, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured PartiesLenders, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 3 contracts
Samples: Credit Agreement (QC Holdings, Inc.), Credit Agreement (QC Holdings, Inc.), Subsidiary Security Agreement (QC Holdings, Inc.)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoingany rights or powers granted by this Agreement to Lender, upon the occurrence and during the continuance of an Event of Default, Lender is hereby appointed, which appointment as attorney-in-fact is irrevocable and coupled with an interest, the Administrative Agent shall have attorney-in-fact of each Pledgor for the right purpose of carrying out the provisions of this Agreement and powertaking any action and executing any instruments which Lender may deem necessary or advisable during the continuance of an Event of Default to accomplish the purposes hereof including, without limitation:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured PartiesLender, with respect to any of the Collateral; and
(ed) to execute, in connection with any the sale or other disposition of Collateral provided for hereinin Sections 9 or 10, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoto the Collateral. If so requested by Lender, each Pledgor shall ratify and confirm any such sale or transfer by executing and delivering to Lender at Pledgor’s expense all proper deeds, bills of sale, instruments of assignment, conveyance of transfer and releases as may be designated in any such request. Following the repayment of the Debt, Lender shall execute such documentation as is reasonable and customary to evidence the termination of the power to act as attorney-in-fact for Pledgor.
Appears in 3 contracts
Samples: Pledge and Security Agreement (BRE Select Hotels Corp), Pledge and Security Agreement (BRE Select Hotels Corp), Pledge and Security Agreement (BRE Select Hotels Corp)
Attorney-in-Fact. Each Grantor (a) Borrower hereby appoints Holder the Administrative Agent as the Grantor’s attorney-in-attorney in fact of Borrower for the purposes purpose of carrying out the provisions of this Security Agreement Note and taking any action and executing any instrument instruments which the Administrative Agent Holder may deem necessary or advisable to accomplish the purposes hereofof this Note, which to preserve the validity, perfection and priority of the liens granted by this Note and, following any default, to exercise its rights, remedies, powers and privileges under this Note. This appointment as attorney in fact is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, Holder shall be entitled under this Note upon the occurrence and during the continuance continuation of an any Event of DefaultDefault (i) to make, the Administrative Agent shall have the right sign, file and power
record any security instruments, (aii) to ask, demand, collect, xxx sxx for, recover, compromise, receive and give acquittance receipt and receipts discharge for moneys amounts due and to become due under or and in respect of all or any part of the Collateral;
; (biii) to receive, endorse and collect any drafts instruments or other drafts, instruments, documents and chattel paper in connection with clause (aii) above;
above (c) to endorse such Grantor’s name on including any checks, notes, drafts draft or any other payment relating to or constituting check representing the proceeds of the Collateral which comes into the Administrative Agent’s possession insurance or the Administrative Agent’s control, and deposit the same to the account return of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
unearned premiums); (div) to file any claims or take any action or institute any proceedings proceeding that the Administrative Agent Holder may deem necessary or desirable advisable for the collection of all or any part of the Collateral Collateral, including the collection of any compensation due and to become due under any contract or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, agreement with respect to all or any part of the Collateral; and
and (ev) to execute, in connection with any sale or other disposition of Collateral provided for hereinthe Collateral, any endorsementendorsements, assignments, bills of sale or other instruments of conveyance or transfer with respect theretoto all or any part of the Collateral.
Appears in 3 contracts
Samples: Second Consolidated Amendment Agreement (Cellteck Inc.), Loan Agreement (Cellteck Inc.), Consolidated Amendment Agreement (Cellteck Inc.)
Attorney-in-Fact. Each Grantor (a) Borrower hereby appoints Holder the Administrative Agent as the Grantor’s attorney-in-attorney in fact of Borrower for the purposes purpose of carrying out the provisions of this Security Agreement Note and the Assignment and taking any action and executing any instrument instruments which the Administrative Agent Holder may deem necessary or advisable to accomplish the purposes hereofof this Note and the Assignment, which to preserve the validity, perfection and priority of the liens granted by the Assignment and, following any default, to exercise its rights, remedies, powers and privileges under this Note and the Assignment. This appointment as attorney in fact is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, Holder shall be entitled under this Note and the Assignment upon the occurrence and during the continuance continuation of an any Event of DefaultDefault (i) to make, the Administrative Agent shall have the right sign, file and power
record any security instruments, (aii) to ask, demand, collect, xxx sxx for, recover, compromise, receive and give acquittance receipt and receipts discharge for moneys amounts due and to become due under or and in respect of all or any part of the Collateral;
; (biii) to receive, endorse and collect any drafts instruments or other drafts, instruments, documents and chattel paper in connection with clause (aii) above;
above (c) to endorse such Grantor’s name on including any checks, notes, drafts draft or any other payment relating to or constituting check representing the proceeds of the Collateral which comes into the Administrative Agent’s possession insurance or the Administrative Agent’s control, and deposit the same to the account return of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
unearned premiums); (div) to file any claims or take any action or institute any proceedings proceeding that the Administrative Agent Holder may deem necessary or desirable advisable for the collection of all or any part of the Collateral Collateral, including the collection of any compensation due and to become due under any contract or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, agreement with respect to all or any part of the Collateral; and
and (ev) to execute, in connection with any sale or other disposition of Collateral provided for hereinthe Collateral, any endorsementendorsements, assignments, bills of sale or other instruments of conveyance or transfer with respect theretoto all or any part of the Collateral.
(b) Without limiting the rights and powers of Holder under Section 2.7(a), Borrower hereby appoints Holder as its attorney in fact, effective as of the date hereof and terminating upon the satisfaction in full of the Obligation, for the purpose of (i) preparing, executing on behalf of Borrower, filing, and recording collateral assignment and financing statement documents with appropriate state and county agencies to perfect and enforce the liens granted by the Assignment, (ii) filing such applications with such state agencies and (iii) executing such other documents and instruments on behalf of, and taking such other action in the name of, Borrower as Holder may deem necessary or advisable to accomplish the purposes of this Note and the Assignment (including the purpose of creating in favor of Holder a perfected lien on the property and exercising the rights and remedies of Holder hereunder). This appointment as attorney in fact is irrevocable and coupled with an interest.
Appears in 3 contracts
Samples: Lock Up/Leak Out Agreement (Cellteck Inc.), Series B Convertible Preferred Stock Purchase Agreement (Cellteck Inc.), Loan Agreement (Cellteck Inc.)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s 's attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s 's name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s 's possession or the Administrative Agent’s 's control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 2 contracts
Samples: Credit Agreement (Cabot Microelectronics Corp), Security Agreement (Pzena Investment Management, Inc.)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, provided that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 2 contracts
Samples: Security Agreement (Mastec Inc), Security Agreement (Mastec Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, instruments and documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 2 contracts
Samples: Credit Agreement (Mueller Water Products, Inc.), Credit Agreement (Mueller Water Products, Inc.)
Attorney-in-Fact. Each Grantor Without limiting any rights or powers granted by this Agreement to Lender, Xxxxxx is hereby appoints the Administrative Agent appointed, which appointment as the Grantor’s attorney-in-fact is irrevocable and coupled with an interest, the attorney-in-fact of Pledgor for the purposes purpose of carrying out the provisions of this Security Agreement and taking any action and executing any instrument instruments which the Administrative Agent Lender may deem necessary or advisable to accomplish the purposes hereofhereof including, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and powerwithout limitation:
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent Lender may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, Lender with respect to any of the Collateral; and
(ed) to execute, in connection with any sale or other disposition of Collateral the sales provided for hereinin Section 9 or 10, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoto the Collateral. If so requested by Xxxxxx, Pledgor shall ratify and confirm any such sale or transfer by executing and delivering to Lender at Pledgor’s expense all proper deeds, bills of sale, instruments of assignment, conveyance of transfer and releases as may be designated in any such request. Notwithstanding anything to the contrary in this Section 13, the appointments contained in this Section 13 may only be exercised by Xxxxxx so long as an Event of Default has occurred and is continuing.
Appears in 2 contracts
Samples: Pledge and Security Agreement (Lodging Fund REIT III, Inc.), Pledge and Security Agreement (Lodging Fund REIT III, Inc.)
Attorney-in-Fact. Each The Grantor hereby appoints the Administrative Agent Lender as the Grantor’s 's attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent Lender may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent Lender shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent Lender shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such the Grantor’s 's name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s Lender's possession or the Administrative Agent’s Lender's control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, Lender on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent Lender may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, Lender with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 2 contracts
Samples: Security Agreement (Crocs, Inc.), Security Agreement (Crocs, Inc.)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the such Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 2 contracts
Samples: Security Agreement (Tetra Tech Inc), Security Agreement (Tetra Tech Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 2 contracts
Samples: Credit Agreement (Power One Inc), Security Agreement (Bearingpoint Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 2 contracts
Samples: Security Agreement (Sonic Automotive Inc), Security Agreement (Sonic Automotive Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoingany rights or powers granted by this Agreement to Mezzanine Lender, upon the occurrence and during the continuance of an Event of Default, Mezzanine Lender is hereby appointed the Administrative Agent shall have attorney-in-fact of Pledgor, which appointment as attorney-in-fact is irrevocable and coupled with an interest, for the right purpose of carrying out the provisions of this Agreement and powertaking any action and executing any instruments which Mezzanine Lender may deem necessary or advisable to accomplish the purposes hereof, including, without limitation:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent Mezzanine Lender may deem necessary or desirable for the perfection and/or collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, Mezzanine Lender with respect to any of the Collateral; and
(ed) to execute, in connection with any sale or other disposition of Collateral provided for hereinin Section 8 and Section 9 hereof, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoto the Collateral. If so requested by Mezzanine Lender, Pledgor shall ratify and confirm any such sale or transfer by executing and delivering to Mezzanine Lender at Pledgor’s expense all proper deeds, bills of sale, instruments of assignment, conveyance or transfer and releases as may be designated in any such request.
Appears in 2 contracts
Samples: Loan Agreement (MPG Office Trust, Inc.), Loan Agreement (MPG Office Trust, Inc.)
Attorney-in-Fact. Each Grantor hereby appoints (a) For the Administrative Agent as the Grantor’s attorney-in-fact for the purposes purpose of carrying out the provisions of this Security Agreement allowing Lender (or any receiver appointed pursuant to Section 7.2 hereof) to exercise its rights and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon remedies provided in Article 7 following the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance continuation of an Event of Default, each Borrower hereby constitutes and appoints Lender and any such receiver its true and lawful attorney in fact, with full power of substitution, with respect to the Administrative Agent shall have the right Collateral, and powerhereby empowers such attorney or attorneys as follows:
(ai) To pay, settle or compromise all bills and claims which may be or become Liens or security interests against any or all of the Funded Projects or the Collateral, or any part thereof, unless a bond or other security satisfactory to ask, demand, collect, xxx for, recover, compromise, receive Lender has been provided;
(ii) To execute applications and give acquittance and receipts for moneys due and to become due under certificates in the name of such Borrower which reasonably may be required by the Financing Documents or any other agreement or instrument executed by or on behalf of such Borrower in respect of any of connection with the Collateral;
(biii) to receive, endorse To prosecute and collect any drafts defend all actions or other instruments, documents and chattel paper proceedings in connection with clause (a) aboveany or all the Collateral or any part thereof and to take such action and require such performance as such attorney reasonably deems necessary under any performance and payment bond and the Financing Documents;
(civ) To do any and every act which such Borrower might do on its behalf with respect to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise any part thereof and to enforce the exercise any or all of its rights and remedies under any or all of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the CollateralProject Documents; and
(ev) To use any funds contained in the Collateral Accounts to execute, in connection pay interest and principal on the Loans as accrued from time to time.
(b) This power of attorney shall be deemed to be a power coupled with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoan interest and shall be irrevocable.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement
Attorney-in-Fact. Each Grantor Subject to the rights of the Obligor under SECTION 2.04, the Secured Party is hereby appoints irrevocably appointed the Administrative Agent as the Grantor’s attorney-in-fact of the Obligor for the purposes purpose of carrying out the provisions of this Security Agreement and taking any action and executing any instrument instruments which the Administrative Agent Secured Party may deem necessary or reasonably advisable to accomplish the purposes hereofof this Agreement, which to preserve the validity, perfection and priority (subject only to Permitted Liens) of the Liens granted by this Agreement and, upon the occurrence and continuance of any Payment Default or Event of Default, to exercise its rights, remedies, powers and privileges under this Agreement. Subject to SECTION 7.12, this appointment as attorney-in-fact is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, the Secured Party shall be entitled under this Agreement upon the occurrence and during the continuance continuation of an any Payment Default or Event of Default, the Administrative Agent shall have the right and power
Default (ai) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts receipt and, discharge for moneys amounts due and to become due under or and in respect of all or any part of the Collateral;
; (bii) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (ai) above;
; and (c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(eiii) to execute, in connection with any sale or other disposition of the Collateral provided for hereinunder SECTION 6, any endorsementendorsements, assignments, bills of sale or other instruments of conveyance or transfer with respect theretoto all or any part of the Collateral.
Appears in 2 contracts
Samples: Security Agreement (Santa Fe Gaming Corp), Security Agreement (Santa Fe Gaming Corp)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s 's attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s 's name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s 's possession or the Administrative Agent’s 's control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 2 contracts
Samples: Credit Agreement (Pepsiamericas Inc), Security Agreement (Alltrista Corp)
Attorney-in-Fact. Each Grantor During the continuance of an Event of Default, without limiting any rights or powers granted by this Agreement to Pledgee, Pledgee is hereby appoints the Administrative Agent appointed, which appointment as the Grantor’s attorney-in-fact is irrevocable and coupled with an interest, the attorney-in-fact of Pledgor for the purposes purpose of carrying out the provisions of this Security Agreement and taking any action and executing any instrument instruments which the Administrative Agent Pledgee may deem necessary or advisable to accomplish the purposes hereofhereof including, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and powerwithout limitation:
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured PartiesPledgee, with respect to any of the Collateral; and
(ed) to execute, in connection with any the sale or other disposition of Collateral provided for hereinin Section 9 or 10, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoto the Collateral. If so requested by Pledgee, Pledgor shall ratify and confirm any such sale or transfer by executing and delivering to Pledgee at the Pledgor’s expense all proper deeds, bills of sale, instruments of assignment, conveyance of transfer and releases as may be designated in any such request.
Appears in 2 contracts
Samples: Pledge and Security Agreement (Hall of Fame Resort & Entertainment Co), Pledge and Security Agreement (Hall of Fame Resort & Entertainment Co)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoingany rights or powers granted by this Agreement to Lender, upon the occurrence and during the continuance of an Event of DefaultDefault Lender is hereby appointed, which appointment as attorney-in-fact is irrevocable and coupled with an interest, the Administrative Agent shall have attorney-in-fact of Pledgor for the right purpose of carrying out the provisions of this Agreement and powertaking any action and executing any instruments which Lender may deem necessary or advisable to accomplish the purposes hereof including:
(a) to ask, demand, collect, xxx sxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the perfection and/or collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured PartiesLender, with respect to any of the Collateral; and
(ed) to execute, in connection with any the sale or other disposition of Collateral provided for hereinin Section 9 or 10, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoto the Collateral. If so requested by Lender, Pledgor shall ratify and confirm any such sale or transfer by executing and delivering to Lender at Pledgor’s expense all proper deeds, bills of sale, instruments of assignment, conveyance of transfer and releases as may be reasonably designated in any such request.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, however, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx sxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Samples: Credit Agreement (Carmax Inc)
Attorney-in-Fact. Each Grantor Pledgor hereby irrevocably constitutes and appoints the Administrative Agent as the Grantor’s its true and lawful attorney-in-fact for with full power and authority in the purposes place and stead of carrying out Pledgor and in the provisions name of this Security Agreement and taking Pledgor, Administrative Agent or otherwise, from time to time in the Administrative Agent's discretion to take any action and executing to execute any instrument which to enforce all rights of Pledgor with respect to the Administrative Agent may deem necessary or advisable to accomplish the purposes hereofCollateral, which appointment is irrevocable and coupled with an interest; providedincluding, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Defaultwithout limitation, the Administrative Agent shall have the right and power
(a) to ask, require, demand, collect, xxx for, recover, compromise, receive and give acquittance for any and receipts all moneys and claims for moneys money due and to become due under or in respect of any arising out of the Collateral;
(b) ; to receiveelect remedies thereunder, to endorse and collect any drafts checks or other instruments, documents and chattel paper instruments or orders in connection therewith; to vote, demand, receive and enforce Pledgor's rights with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same respect to the account Collateral; to give appropriate receipts, releases and satisfactions for and on behalf of and in the name of Pledgor or, at the option of Administrative Agent, for in the benefit name of Administrative Agent, with the Secured Parties, on account same force and for payment of the Secured Obligations.
(d) effect as Pledgor could do if this Agreement had not been made; and to file any claims or take any action or institute any proceedings that the in connection therewith which Administrative Agent may reasonably deem to be necessary or desirable for advisable; provided, however, Administrative Agent shall not exercise such rights unless upon the collection occurrence and during the continuation of any an Event of the Collateral or otherwise to enforce the rights Default. This power of the Administrative Agent, for the benefit of the Secured Parties, attorney is a power coupled with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoan interest and shall be irrevocable.
Appears in 1 contract
Samples: Credit Agreement (Calpine Corp)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s 's attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts anx xeceipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s 's name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s 's possession or the Administrative Agent’s 's control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Samples: Security Agreement (Main Street Restaurant Group, Inc.)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured PartiesBanks, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured PartiesBanks, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s 's attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; providedPROVIDED, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and axx receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s 's name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s 's possession or the Administrative Agent’s 's control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and;
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto; and
(f) to receive, endorse and collect all checks and other orders for the payment of money made payable to any Grantor representing any dividend, interest payment, principal payment or other distribution payable or distributable in respect to the Collateral or any part thereof and to give full discharge for the same.
Appears in 1 contract
Samples: Pledge and Security Agreement (Pediatrix Medical Group Inc)
Attorney-in-Fact. Each Grantor Subject to compliance with applicable Nevada Gaming Laws, each Debtor hereby irrevocably appoints the Administrative Agent, acting for and on behalf of itself and the other Secured Parties and each successor and assign of the Administrative Agent as and the Grantor’s other Secured Parties, the true and lawful attorney-in-fact for of such Debtor, with full power and authority in the purposes place and stead of carrying out such Debtor and in the provisions name of such Debtor, the Administrative Agent or otherwise, subject to the terms of the Construction Loan Agreement, this Security Agreement and taking applicable Legal Requirements, to enforce all rights, interests and remedies of such Debtor with respect to the Collateral from time to time upon and following the occurrence and continuation of an Event of Default or Potential Event of Default in the Administrative Agent’s discretion to take any action and executing to execute any instrument which that the Administrative Agent may deem necessary or advisable to accomplish the purposes hereofof this Agreement, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and powerincluding:
(a) to askobtain and adjust insurance required to be maintained by Debtors or paid to the Administrative Agent pursuant to this Agreement;
(b) to ask for, demand, collect, xxx for, recover, compromisecompound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(bc) to elect remedies thereunder and to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause clauses (a) and (b) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, Agent with respect to any of the Collateral; and;
(e) to executepay or discharge taxes or Liens (other than Permitted Liens) levied or placed upon or threatened against the Collateral, the legality or validity thereof and the amounts necessary to discharge the same to be determined by the Administrative Agent in its sole discretion, any such payments made by the Administrative Agent to become obligations of Debtor to the Administrative Agent, due and payable immediately without demand;
(f) to sign and endorse any invoices, freight or express bills, bills of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts and other documents relating to the Collateral; and
(g) upon the occurrence and during the continuation of an Event of Default, generally to sell, transfer, pledge, make any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer agreement with respect theretoto or otherwise deal with any of the Collateral as fully and completely as though the Administrative Agent were the absolute owner thereof for all purposes, and to do, at the Administrative Agent’s option and Debtors’ expense, at any time or from time to time, all acts and things that the Administrative Agent deems necessary to protect, preserve or realize upon the Collateral and the Administrative Agent’s security interest therein in order to effect the intent of this Agreement, all as fully and effectively as Debtor might do.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx sxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor LIMITATIONS ON AUTHORITY OF THE PORTFOLIO MANAGER AS ATTORNEY-IN-FACT; AUTHORITY WITH RESPECT TO BANK ACCOUNTS; NATURE OF SERVICES.
(i) Subject to clause (ii) of this clause (h), the Issuer hereby irrevocably appoints the Administrative Agent Portfolio Manager as the Grantor’s Issuer's attorney-in-fact for fact, with full authority in the purposes place and stead of carrying out the provisions Issuer and in the name of this Security Agreement and taking any action and executing any instrument which the Administrative Agent Issuer or otherwise, from time to time in the Portfolio Manager's discretion, but subject to the direction of the Issuer, to take such actions on behalf of the Issuer as may deem be necessary or advisable to accomplish the for purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoingadministration and management of the operations of the Issuer, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromisecompound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) connection therewith and to receive, endorse endorse, and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s controltherewith, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent which may deem be necessary or desirable for the collection thereof or to enforce compliance with the terms and conditions of any of such documents, instruments and agreements.
(ii) Anything in clause (i) of this clause (h) or elsewhere in this Agreement to the Collateral contrary notwithstanding, the Portfolio Manager is not hereby authorized to execute on behalf of or otherwise as attorney-in-fact for the Issuer any Transaction Document, or any amendment, modification or waiver to enforce or under any Transaction Document.
(iii) The Issuer authorizes the rights Portfolio Manager to transfer and deposit funds of the Administrative AgentIssuer to and in such bank accounts including, for without limitation, the benefit Custodial Account, as may be established in the name of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoIssuer.
Appears in 1 contract
Samples: Investment Management Agreement (Arm Financial Group Inc)
Attorney-in-Fact. Each Grantor Without limiting any rights or powers granted by this Agreement to Agent, Agent is hereby appoints the Administrative Agent appointed, which appointment as the Grantor’s attorney-in-fact is irrevocable and coupled with an interest, the attorney-in-fact of Pledgor for the purposes purpose of carrying out the provisions of this Security Agreement and taking any action and executing any instrument instruments which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereofhereof including, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and powerwithout limitation:
(a) to ask, demand, collect, xxx sxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(ed) to execute, in connection with any the sale or other disposition of Collateral provided for hereinin Section 9 or 10, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoto the Collateral, including without limitation, to transfer or cause the transfer of the Collateral, or any part thereof, on the books of GA Tech Owner or other entity issuing such Collateral, to Agent or any nominee. If so requested by Agent, Pledgor shall ratify and confirm any such sale or transfer by executing and delivering to Agent at Pledgor’s expense all proper deeds, bills of sale, instruments of assignment, conveyance of transfer and releases as may be designated in any such request.
Appears in 1 contract
Samples: Term Loan Agreement (Hospitality Investors Trust, Inc.)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s 's attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and xxx receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s 's name on any checks, notes, drafts or any other payment relating to or constituting proceeds Proceeds of the Collateral which comes into the Administrative Agent’s 's possession or the Administrative Agent’s 's control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor Group hereby appoints the Administrative Agent as the GrantorLLC to be Group’s true and lawful attorney-in-fact for the following purposes of carrying out as same relate to the provisions of this Security Agreement and taking any action and executing any instrument which services provided by the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and Group during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
Employment Term: (a) to ask, demand, collect, xxx for, recover, compromise, receive xxxx Patients in Group’s name and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
on Group’s behalf; (b) to receive, endorse collect accounts receivable resulting from such billing in Group’s name and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
on Group’s behalf; (c) to endorse such Grantor’s name on any checksreceive payments from Blue Cross and Blue Shield, notesMedicare, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s controlMedicaid, payments from health plans, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
all other third-party payors; (d) to file any claims or take any action or institute any proceedings that receive the Administrative Agent may deem necessary or desirable for the collection cash proceeds of any accounts receivable; (e) to take possession of and endorse in the Collateral name of Group any notes, checks, money orders, insurance payments, and other instruments received in payment of accounts receivable; (f) to deposit all such fees, collections, and charges in a bank account or otherwise bank accounts established in the name of and maintained on behalf of LLC, and (g) to initiate legal proceedings in the name of Group (i) to collect any accounts and monies owed to LLC for services rendered by Group, (ii) to enforce the rights of Group as creditor under any contract or in connection with the Administrative Agentrendering of any service, for the benefit of the Secured Parties, with respect to any of the Collateral; and
and (eiii) to executecontest adjustments and denials by governmental agencies (or its fiscal intermediaries) as third-party payors. Group authorizes LLC, as Group’s attorney-in-fact, to take any further action and to execute such documents and instruments that LLC shall consider necessary or advisable in connection with any sale of the foregoing, hereby giving LLC full power and authority to do and perform each and every act or other disposition thing whatsoever requisite or advisable to be done in connection with the foregoing as fully as Group might or could do personally, and hereby ratifying and confirming all that LLC shall lawfully do or cause to be done by virtue thereof or hereof. The foregoing power (i) is a special power of Collateral provided for hereinattorney coupled with an interest and is irrevocable, any endorsementand (ii) shall survive the death, assignmentsdisability, legal incapacity, bankruptcy, or other instruments insolvency, of conveyance or transfer Group; provided, however, that this power of attorney shall terminate upon termination of this Agreement with respect theretoto accounts receivable arising from services rendered by Group after the Effective Date of Termination (as such term is defined below) of Group’s engagement hereunder.
Appears in 1 contract
Samples: Professional Services Agreement (Radiation Therapy Services Inc)
Attorney-in-Fact. Each Grantor The Collateral Trustee or any officer or agent thereof, with full power of substitution, is hereby appoints appointed the Administrative Agent as the Grantor’s attorney-in-fact of each of the Borrower, the Partnership, the General Partner and the Limited Partner for the purposes purpose of carrying out the provisions of this Security Agreement and any of the Financing Documents and taking any action and executing any instrument instruments which the Administrative Agent Collateral Trustee, at the direction of Majority Lenders, may deem necessary or advisable to accomplish the purposes hereofhereof and thereof, which appointment as attorney-in-fact is irrevocable and coupled with an interest; providedinterest and irrevocable and, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without without limiting the generality of the foregoing, upon which appointment hereby gives the occurrence Collateral Trustee the power and during right on behalf of each of the continuance of an Event of DefaultBorrower, the Administrative Agent shall have Partnership, the right General Partner and powerthe Limited Partner without notice to or assent by any of the foregoing, to the extent permitted by applicable law, to do the following when and to the extent it is authorized or directed to do so pursuant to the terms of this Agreement or any of the Security Documents:
(ai) to askask for, demand, collect, xxx for, recover, compromisecollect, receive and give acquittance for any and receipts for all moneys due and or to become due under or in with respect to, and to the extent of, the rights assigned to it by any of the Borrower, the Partnership, the General Partner and the Limited Partner to the extent of the interest therein of any of Secured Party in the Collateral;
(bii) to receive, endorse take, endorse, assign and collect deliver any drafts or and all checks, notes, drafts, acceptances, documents and other negotiable and non-negotiable instruments, documents and chattel paper taken or received by the Collateral Trustee in connection with clause (a) abovethis Agreement or any of the Financing Documents;
(ciii) to endorse such Grantor’s name on commence, file, prosecute, defend, settle, compromise, adjust, revoke, cancel, annul, move to dismiss or otherwise undo any checksclaim, notessuit, drafts action or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same proceeding with respect to the account of the Administrative Agent, security interests granted for the benefit of the Secured PartiesParties in the Collateral;
(iv) to sell, on account transfer, assign or otherwise deal in or with the Collateral or any part thereof pursuant to the terms and conditions of this Agreement and the Financing Documents; and
(v) to do, at its option and at the expense and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection account of any of the Borrower, the Partnership, the General Partner and the Limited Partner at any time or from time to time, all acts and things which the Collateral Trustee deems necessary to protect or otherwise preserve the Collateral and to enforce the rights realize upon such Collateral. Each of the Administrative AgentBorrower, the Partnership, the General Partner and the Limited Partner agrees, if required by applicable law or reasonably requested by the Collateral Trustee, to execute and deliver to the Collateral Trustee, and register in every public registry in the State of Texas, the State of New York or the United Mexican States in which such registration is necessary, a notarized public deed or other instrument constituting such power of attorney. The Collateral Trustee shall not be responsible for the benefit negligence or misconduct of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale attorney-in-fact selected by it without gross negligence or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretowillful misconduct.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s 's attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts xxxeipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s 's name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s 's possession or the Administrative Agent’s 's control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor Without limiting any rights or powers granted by this Agreement to Agent, Agent is hereby appoints the Administrative Agent appointed, which appointment as the Grantor’s attorney-in-fact is irrevocable and coupled with an interest, the attorney-in-fact of each of the Pledgors for the purposes purpose of carrying out the provisions of this Security Agreement and taking any action and executing any instrument instruments which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereofhereof including, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and powerwithout limitation:
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts receixxx for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights and remedies of the Administrative Agent, for the benefit of the Secured Parties, Agent with respect to any of the Collateral; and;
(ed) to execute, in connection with any the sale or other disposition of Collateral provided for hereinin Section 8 or 9, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoto the Collateral; and
(e) executing and filing such amendments or modifications to the Organizational Documents as Agent deems necessary or desirable in connection with enforcement of any rights or remedies of Agent under this Agreement in respect of the Collateral following the occurrence of an Event of Default. If so requested by Agent, each of the Pledgors shall ratify and confirm any such sale or transfer by executing and delivering to Agent at the Pledgors' expense all proper deeds, bills of sale, instruments of assignment, conveyance of transfer and releases as may be designated in any such request.
Appears in 1 contract
Samples: Pledge and Security Agreement (Shelbourne Properties I Inc)
Attorney-in-Fact. Each Grantor The Assignor hereby irrevocably makes, constitutes and appoints each of the Senior Administrative Agent and the Subordinated Administrative Agent (and all officers, employees or agents designated by the Senior Administrative Agent and the Subordinated Administrative Agent) as the Grantor’s attorneyits true and lawful attorney (and agent-in-fact fact) for the purposes of carrying out enabling the provisions of this Security Agreement and taking any action and executing any instrument which the Senior Administrative Agent may deem necessary or advisable to accomplish the purposes hereof(and, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality following Discharge of the foregoingSenior Obligations, the Subordinated Administrative Agent) or its agent, upon the occurrence and during the continuance of an any Event of Default, to assert and collect such rights, benefits, privileges, claims and sums (including (i) seeking, demanding and receiving payments due under the Administrative Agent shall have indemnities in the right Subject Agreement and power
endorsing checks or other instruments or orders in connection therewith, (aii) to ask, demand, collect, xxx for, recover, compromise, receive giving acquittance for each and give acquittance and receipts for moneys every payment due and or to become due due, under or arising out of any of such indemnities to which the Assignor is or may become entitled, (iii) enforcing compliance by the Counterparty and any other party obligated in respect of the Subject Agreement and (iv) filing claims, taking any action or instituting or appearing in any proceedings which the Senior Administrative Agent (and, following Discharge of the Collateral;
(bSenior Obligations, the Subordinated Administrative Agent) may deem to receive, endorse and collect any drafts be necessary or other instruments, documents and chattel paper advisable in connection with clause (athe Subject Agreement) above;
(c) and to endorse apply such Grantor’s name on any checks, notes, drafts or any other payment relating monies in the manner set forth hereinabove. The power of attorney granted pursuant to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligationsthis section is coupled with an interest.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s 's attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx forsue xxx, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s 's name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s 's possession or the Administrative Agent’s 's control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby irrevocably nominates and appoints the Administrative Agent as the Grantor’s its attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement following purposes: (a) following Administrative Agent’s request thereof and taking any action Grantor’s failure to perform that continues for more than five (5) Business Days, to do all acts and executing any instrument things which the Administrative Agent may deem necessary or advisable to accomplish perfect and continue perfected the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under security interests created by this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoingAgreement and, upon the occurrence and during the continuance of an Event of Default, to preserve, process, develop, maintain and protect the Collateral; (b) upon the occurrence and during the continuance of an Event of Default, upon notice to Grantor, to do any and every act which Grantor is obligated to do under this Agreement, at the expense of the Grantor so obligated and without any obligation to do so; (c) following Administrative Agent’s request thereof and Grantor’s failure to perform that continues for five (5) Business Days, to prepare, sign, file and/or record, for Grantor, in the name of the Grantor, any financing statement, application for registration, or like paper, and to take any other action deemed by Administrative Agent necessary in order to perfect or maintain perfected the security interests granted hereby; and (d) upon the occurrence and during the continuance of an Event of Default, to execute any and all papers and instruments and do all other things necessary to preserve and protect the Collateral and to protect Administrative Agent’s security interests therein; provided, however, that Administrative Agent shall be under no obligation whatsoever to take any of the foregoing actions, and, absent bad faith or actual malice, Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts no liability or responsibility for moneys due and to become due under any act taken or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer omission with respect thereto.
Appears in 1 contract
Samples: Credit Agreement (Masimo Corp)
Attorney-in-Fact. Each Grantor Company hereby irrevocably appoints ---------------- the Administrative Agent as the Grantor’s Agent, and any officer or agent thereof, such Company's attorney-in-fact for fact, with full authority in the purposes place and stead of carrying out such Company and in the provisions name of this Security Agreement such Company or otherwise, from time to time in the Agent's discretion, to take any and taking any all action and executing to execute any instrument Instrument or other assurance which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that of this Agreement (subject to the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoingCompanies under Section 4.4), upon the occurrence and during the continuance of an Event of Defaultincluding, the Administrative Agent shall have the right and power----------- without limitation:
(a) while any Default or Event of Default is continuing, to obtain and adjust insurance required to be maintained by such Company pursuant to Section 4.3; -----------
(b) while any Default or Event of Default is continuing, to ask, demand, collect, xxx for, recover, compromise, receive receive, and give acquittance and receipts for moneys due and to become due under or in respect of any of the Security Agreement Collateral;
(bc) while any Default or Event of Default is continuing, to receive, endorse and collect any drafts or other instruments, documents instruments and chattel paper in connection with clause (a) above;
or (c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.b); ---------- ---
(d) while any Default or Event of Default is continuing, to file any claims or execute and do all such assurances, acts and things which such Company ought to do under the covenants and provisions of this Agreement;
(e) to take any action or institute any proceedings that and all such actions as the Administrative Agent may deem may, in its sole and absolute discretion, determine to be necessary or desirable advisable for the collection purpose of maintaining, preserving or protecting the security constituted by this Agreement or any of the Collateral rights, remedies, powers or otherwise to enforce the rights privileges of the Administrative AgentAgent under this Agreement;
(f) generally, for in the benefit name of such Company or in the name of the Secured Parties, with respect Collateral to exercise all or any of the powers, authorities and discretions conferred on or reserved to the Agent pursuant to this Agreement;
(g) to maintain and preserve all of such Intellectual Property Collateral; and
(eh) to executefile such financing statements with respect hereto, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignmentswithout such Company's signature, or other instruments a photocopy of conveyance this Agreement in substitution for a financing statement, as the Agent may deem appropriate, and to execute in such Company's name such financing statements and continuation statements which may require such Company's signature. Each Company hereby ratifies all that the Agent shall do or transfer cause to be done by virtue hereof. Each Company hereby acknowledges, consents, and agrees that the power of attorney granted pursuant to this Section is irrevocable and coupled ------- with respect theretoan interest.
Appears in 1 contract
Samples: Security Agreement (View Tech Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and powerpower
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; andand
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto..
Appears in 1 contract
Attorney-in-Fact. Each Grantor The Collateral Agent or any officer or agent thereof, with full power of substitution, is hereby appoints appointed the Administrative Agent as the Grantor’s attorney-in-fact with special power of attorney of each Affiliated Obligor for the purposes purpose of carrying out the provisions of this Security Agreement and the other Financing Documents and taking any action and executing any instrument instruments which the Administrative Collateral Agent may deem necessary or advisable to accomplish the purposes hereofhereof and thereof, which appointment as attorney-in-fact with special power of attorney is irrevocable and coupled with an interest; providedinterest and irrevocable and, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without without limiting the generality of the foregoing, upon which appointment hereby gives the occurrence Collateral Agent or any officer or agent thereof the power and during right on behalf of each Affiliated Obligor, without notice to or assent by the continuance foregoing, to the extent permitted by applicable Government Rules, to do the following when and to the extent it is authorized or directed to do so pursuant to the terms of this Agreement or any of the other Financing Documents, provided that, unless otherwise permitted hereunder to do so to perform its functions as Collateral Agent, the Collateral Agent cannot exercise its powers under this Section 13.03 unless an Event of Default, the Administrative Agent shall have the right Default has occurred and poweris continuing:
(a) to askask for, demand, collect, xxx for, recover, compromisecollect, receive and give acquittance for any and receipts for all moneys due and or to become due under or in with respect to, and to the extent of, the rights assigned to it by any Affiliated Obligor to the extent of the interest therein of any of Secured Party in the Collateral;
(b) to receive, endorse take, endorse, assign and collect deliver any drafts or and all checks, notes, drafts, acceptances, documents and other negotiable and non-negotiable instruments, documents and chattel paper taken or received by the Collateral Agent in connection with clause (a) abovethis Agreement or any of the other Financing Documents;
(c) to endorse such Grantor’s name on commence, file, prosecute, defend, settle, compromise, adjust, revoke, cancel, annul, move to dismiss or otherwise undo any checksclaim, notessuit, drafts action or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same proceeding with respect to the account of the Administrative Agent, security interests granted for the benefit and on behalf of the Secured Parties, on account and for payment of Parties in the Secured Obligations.Collateral;
(d) to file sell, transfer, assign or otherwise deal in or with (or to so cause) the Collateral or any claims or take any action or institute any proceedings that part thereof pursuant to the Administrative Agent may deem necessary or desirable for the collection terms and conditions of this Agreement and any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateralother Financing Documents; and
(e) to executedo, at its option and at the expense and for the account of the Borrower at any time or from time to time, all acts and things which the Collateral Agent deems necessary to protect or preserve the Collateral and to realize upon such Collateral. Each Affiliated Obligor agrees to execute and deliver to the Collateral Agent, and register in connection any applicable public registry in the jurisdiction of its organization in which such registration is necessary, a notarized deed constituting such power of attorney. The Collateral Agent shall not be responsible for the negligence or misconduct of any attorney-in-fact selected by it without gross negligence or willful misconduct. Each Affiliated Obligor hereby confirms and ratifies any and all actions and things performed or done by the Collateral Agent as its attorney-in-fact or any of its representatives hereunder in each case pursuant to and in accordance with the powers granted hereunder. Each Senior Lender and Hedge Bank agrees, if required by applicable law or reasonably requested by the Collateral Agent, to execute and deliver to the Collateral Agent, and register in every public registry in Bolivia in which such registration is necessary, a notarized public deed appointing the Collateral Agent and any sale officer or other disposition agent thereof, with full power of substitution, its attorney-in-fact (with special power of attorney) for purposes of exercising any rights and remedies of such Senior Lender or Hedge Bank under the Financing Documents to which the Collateral provided for herein, any endorsement, assignments, or other instruments Agent is a party and taking all action in Bolivia on behalf of conveyance or transfer with respect theretothe Secured Parties that the Collateral Agent is authorized to take pursuant to this Agreement.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent Lender as the Grantor’s attorney-in-fact for the purposes purpose of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent Lender may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent Lender shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent Lender shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative AgentLender’s possession or the Administrative AgentLender’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured PartiesLender, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent Lender may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured PartiesLender, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Samples: Security Agreement (TRX Inc/Ga)
Attorney-in-Fact. Each Grantor Borrower hereby constitutes and appoints Administrative Agent, acting for and on behalf of itself and the Banks and each successor or assign of Administrative Agent as and the Grantor’s Banks, the true and lawful attorney-in-fact for of Borrower, with full power and authority in the purposes place and stead of carrying out Borrower and in the provisions name of this Security Agreement and taking any action and executing any instrument which the Borrower, Administrative Agent may deem necessary or advisable otherwise to accomplish enforce all rights, interests and remedies of Borrower with respect to the purposes hereofCollateral, which appointment is irrevocable and coupled with an interest; providedincluding, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Defaultwithout limitation, the Administrative Agent shall have the right and powerright:
(a) 10.1 to ask, require, demand, collect, xxx for, recover, compromise, receive and give acquittance for any and receipts all moneys and claims for moneys due and to become due under or in respect arising out of the Assigned Agreements or any of the other Collateral, including without limitation, any insurance policies;
(b) 10.2 to receive, elect remedies thereunder and to endorse and collect any drafts checks or other instruments, documents and chattel paper instruments or orders in connection with clause (a) abovetherewith;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) 10.3 to file any claims or take any action or institute any proceedings that the in connection therewith which Administrative Agent may reasonably deem to be necessary or desirable for advisable;
10.4 to pay, settle or compromise all bills and claims which may be or become liens or security interests against any or all of the collection of Collateral, or any of part thereof, unless a bond or other security satisfactory to Administrative Agent has been provided; and
10.5 upon foreclosure and to the extent provided in the Consents, to do any and every act which Borrower may do on its behalf with respect to the Collateral or otherwise any part thereof and to enforce the exercise any or all of Borrower's rights and remedies under any or all of the Assigned Agreements; provided, however, that Administrative Agent, for Agent shall not exercise any such rights except upon the benefit occurrence and continuation of the Secured Parties, an Event of Default. This power of attorney is a power coupled with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoan interest and shall be irrevocable.
Appears in 1 contract
Samples: Credit Agreement (Calpine Corp)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, provided that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power;
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Samples: Security Agreement (Borgwarner Inc)
Attorney-in-Fact. Each Grantor Owner hereby constitutes and appoints Administrative Agent, acting for and on behalf of itself and the Banks and each successor or assign of Administrative Agent as and the Grantor’s Banks, the true and lawful attorney-in-fact for of Owner, with full power and authority in the purposes place and stead of carrying out Owner and in the provisions name of this Security Agreement and taking any action and executing any instrument which the Owner, Administrative Agent may deem necessary or advisable otherwise to accomplish enforce all rights, interests and remedies of Owner with respect to the purposes hereofCollateral, which appointment is irrevocable and coupled with an interest; providedincluding, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Defaultwithout limitation, the Administrative Agent shall have the right and powerright:
(a) 10.1 to ask, require, demand, collect, xxx for, recover, compromise, receive and give acquittance for any and receipts all moneys and claims for moneys due and to become due under or in respect arising out of the Assigned Agreements or any of the other Collateral, including without limitation, any insurance policies;
(b) 10.2 to receive, elect remedies thereunder and to endorse and collect any drafts checks or other instruments, documents and chattel paper instruments or orders in connection with clause (a) abovetherewith;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) 10.3 to file any claims or take any action or institute any proceedings that the in connection therewith which Administrative Agent may reasonably deem to be necessary or desirable for advisable;
10.5 upon foreclosure and to the collection of extent provided in the Consents, to do any of and every act which Owner may do on its behalf with respect to the Collateral or otherwise any part thereof and to enforce the exercise any or all of Owner's rights and remedies under any or all of the Assigned Agreements; provided, however, that Administrative Agent, for Agent shall not exercise any such rights except upon the benefit occurrence and continuation of the Secured Parties, an Event of Default. This power of attorney is a power coupled with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoan interest and shall be irrevocable.
Appears in 1 contract
Samples: Credit Agreement (Calpine Corp)
Attorney-in-Fact. Each Grantor Without limiting any rights or powers granted by this Agreement to the Administrative Agent while no Event of Default has occurred and is continuing, upon the occurrence and during the continuance of any Event of Default, each Debtor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact of such Debtor for the purposes purpose of carrying out the provisions of this Security Agreement Article VI and taking any action and executing any instrument which instruments that the Administrative Agent may deem necessary or advisable desirable to accomplish the purposes hereof, which appointment as attorney-in-fact is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon so long as the occurrence and during Administrative Agent shall be entitled under this Article VI to make collections in respect of the continuance of an Event of DefaultCollateral, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect all checks made payable to the order of any drafts Debtor representing any dividend, payment or other instruments, documents distribution in respect of the Collateral or any part thereof and chattel paper in connection with clause (a) aboveto give full discharge for the same;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(db) to file any claims or take any action or institute any proceedings that in connection therewith which the Administrative Agent may deem to be necessary or desirable for advisable;
(c) to pay, settle or compromise all bills and claims which may be or become liens or security interests against any or all of the collection of Collateral, or any of part thereof, unless a bond or other security satisfactory to the Administrative Agent has been provided; and
(d) upon foreclosure, to do any and every act which any Debtor may do on its behalf with respect to the Collateral or otherwise any part thereof and to enforce the exercise any or all of such Debtor’s rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to and remedies under any or all of the Collateral; and
(e) to executeprovided, in connection however, that the Administrative Agent shall not exercise any such rights except upon the occurrence and continuation of an Event of Default. This power of attorney is a power coupled with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoan interest and shall be irrevocable.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such GrantorXxxxxxx’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor Subject to the rights of the Obligor under Section ---------------- ------- 3.05, Siena is hereby appoints appointed the Administrative Agent as the Grantor’s attorney-in-fact of the Obligor for the purposes ---- purpose of carrying out the provisions of this Security Agreement and taking any action and executing any instrument instruments which the Administrative Agent Siena may deem necessary or advisable to accomplish the purposes hereofof this Agreement, which to preserve the validity, perfection and priority of the Liens granted by this Agreement and, following any Event of Default, to exercise its rights, remedies, powers and privileges under this Agreement. This appointment as attorney-in-fact is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, Siena shall be entitled under this Agreement upon the occurrence and during the continuance continuation of an any Event of Default, the Administrative Agent shall have the right and power
Default (ai) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance receipt and receipts discharge for moneys amounts due and to become due under or and in respect of all or any part of the Collateral;
; (bii) to receive, endorse and collect any drafts or other drafts, instruments, documents and chattel paper in connection with clause (ai) ---------- above;
; (c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(diii) to file any claims or take any action or institute any proceedings proceeding that the Administrative Agent Siena may deem necessary or desirable advisable for the collection of all or any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any part of the Collateral; and
and (eiv) to execute, in connection with any sale or other disposition of Collateral provided for hereinthe collateral under Section 6, any endorsementendorsements, assignments, bills of sale or --------- other instruments of conveyance or transfer with respect theretoto all or any part of the Collateral.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby irrevocably nominates and appoints the Administrative Agent as the Grantor’s its attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement following purposes: (a) following Administrative Agent’s request thereof and taking any action Grantors’ failure to perform that continues for more than five (5) Business Days, to do all acts and executing any instrument things which the Administrative Agent may deem necessary or advisable to accomplish perfect and continue perfected the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under security interests created by this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoingAgreement and, upon the occurrence and during the continuance of an Event of Default, to preserve, process, develop, maintain and protect the Collateral; (b) upon the occurrence and during the continuance of an Event of Default, upon notice to Grantors, to do any and every act which such Grantor is obligated to do under this Agreement, at the expense of the Grantors, so obligated and without any obligation to do so; (c) following Administrative Agent’s request thereof and Grantors’ failure to perform that continues for five (5) Business Days, to prepare, sign, file and/or record, for such Grantor, in the name of the Grantor, any financing statement, application for registration, or like paper, and to take any other action deemed by Administrative Agent necessary in order to perfect or maintain perfected the security interests granted hereby; and (d) upon the occurrence and during the continuance of an Event of Default, to execute any and all papers and instruments and do all other things necessary to preserve and protect the Collateral and to protect Administrative Agent’s security interests therein; provided, however, that Administrative Agent shall be under no obligation whatsoever to take any of the foregoing actions, and, absent bad faith or actual malice, Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts no liability or responsibility for moneys due and to become due under any act taken or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer omission with respect thereto.
Appears in 1 contract
Samples: Credit Agreement (Masimo Corp)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the such Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx sxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the such Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such GrantorXxxxxxx’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Samples: Security Agreement
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the such Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, provided that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Collateral Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Collateral Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Collateral Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Collateral Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Collateral Agent’s possession or the Administrative Collateral Agent’s control, and deposit the same to the account of the Administrative Collateral Agent, for the benefit of the Secured PartiesCreditors, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Collateral Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Collateral Agent, for the benefit of the Secured PartiesCreditors, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.. 40349479_6
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the such Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such GrantorGxxxxxx’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and;
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto;
(f) to exchange any of the Pledged Equity or other property upon any merger, consolidation, reorganization, recapitalization or other readjustment of the issuer thereof and, in connection therewith, deposit any of the Pledged Equity with any committee, depository, transfer agent, registrar or other designated agency upon such terms as the Administrative Agent may reasonably deem appropriate; and
(g) to vote for a shareholder resolution, or to sign an instrument in writing, sanctioning the transfer of any or all of the Pledged Equity into the name of the Administrative Agent or one or more of the Secured Parties or into the name of any transferee to whom the Pledged Equity or any part thereof may be sold pursuant to Section 9(k) hereof.
Appears in 1 contract
Samples: Security and Pledge Agreement (Carpenter Technology Corp)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent and any Person designated by it, as the Grantor’s attorney-in-fact fact, with full power of substitution, for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto. The powers conferred on the Administrative Agent hereunder are solely to protect the Secured Parties’ interest in the Collateral and shall not impose any duty upon the Administrative Agent to exercise such powers.
Appears in 1 contract
Samples: Credit Agreement (Sylvamo Corp)
Attorney-in-Fact. Each Grantor hereby appoints the Revolving Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Revolving Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Revolving Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Revolving Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Revolving Administrative Agent’s possession or the Revolving Administrative Agent’s control, and deposit the same to the account of the Revolving Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Revolving Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Revolving Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Samples: Syndicated New and Used Vehicle Floorplan Credit Agreement (Sonic Automotive Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Collateral Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Collateral Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Collateral Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Collateral Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Collateral Agent’s possession or the Administrative Collateral Agent’s control, and deposit the same to the account of the Administrative Collateral Agent, for the benefit of the Secured PartiesCreditors, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Collateral Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Collateral Agent, for the benefit of the Secured PartiesCreditors, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor (a) The Company and Holdings each hereby appoints the Administrative Agent Servicer as the Grantor’s attorney-in-fact for the purposes Company and Holdings, with full authority in the place and stead of carrying out the provisions Company or Holdings, as the case may be, as shall be required or reasonably desirable for the Servicer to perform its services hereunder;
(i) to execute and deliver on behalf of this Security Holdings and the Company all payment and transfer instructions and all other documents arising in the ordinary course of business and financial affairs of Holdings and the Company;
(ii) to execute and deliver on behalf of Holdings or the Company any and all notices, consents and other communications under the LLC Agreement and taking any action Contract of Holdings or the Company, except that, to the extent such notices, consents or other communications require approval of an Officer or the Board, such execution and executing any instrument which delivery shall be subject to such approval;
(iii) to take such other actions in the Administrative Agent ordinary course of Holdings’ or the Company’s business on behalf of Holdings or the Company as the Servicer may deem necessary or advisable desirable to accomplish the purposes hereofof this Agreement, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) including to ask, demand, collect, xxx sxx for, recover, compromise, receive and give acquittance and receipts for moneys due and or to become due under in connection with the Assets of Holdings or in respect of any of the Collateral;
(b) Company, to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, therewith and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or claims; and
(iv) to take any action or institute any proceedings that such other actions as the Administrative Agent Servicer may deem necessary or desirable for advisable to accomplish the collection purposes of Holdings or the Company, including the giving of notices, the delivery of assignments and the delivery of instructions and documents; provided that this grant of power of attorney will expire, and the Servicer will cease to have any power to act as the attorney-in-fact of Holdings and the Collateral or otherwise to enforce the rights Company, upon termination of the Administrative Agent, for the benefit of the Secured Parties, this Agreement in accordance with respect to any of the Collateral; andits terms.
(eb) Each of Holdings and the Company hereby authorizes the Servicer to executetransfer and deposit funds and Securities to and in such bank, securities, escrow and clearing accounts as may be established in connection with any sale or other disposition the name of Collateral provided for herein, any endorsement, assignments, or other instruments Holdings and/or the Company and to cause operating expenses of conveyance or transfer with respect theretoHoldings and/or the Company to be paid from such deposited funds.
Appears in 1 contract
Samples: Master Agreement for the Formation of a Limited Liability Company (Jefferies Group Inc /De/)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx sxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and;
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto; and
(f) to do all things necessary to carry out this Security Agreement.
Appears in 1 contract
Attorney-in-Fact. Each Grantor Without limiting any rights or powers granted by this Agreement to the Administrative Agent while no Event of Default has occurred and is continuing, upon the occurrence and during the continuance of any Event of Default, each Debtor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact of such Debtor for the purposes purpose of carrying out the provisions of this Security Agreement Article ARTICLE VI and taking any action and executing any instrument which instruments that the Administrative Agent may deem necessary or advisable desirable to accomplish the purposes hereof, which appointment as attorney-in-fact is irrevocable and coupled with an interest; provided, that interest (but the Administrative Agent shall not be obligated to and shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Defaultno liability to such Debtor or any third party for failure to do so or take action). Without limiting the generality of the foregoing, upon so long as the occurrence and during Administrative Agent shall be entitled under this Article VI to make collections in respect of the continuance of an Event of DefaultCollateral, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect all checks made payable to the order of any drafts Debtor representing any dividend, payment or other instruments, documents and chattel paper distribution in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds respect of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, any part thereof and deposit the same to the account of the Administrative Agent, give full discharge for the benefit of the Secured Parties, on account and for payment of the Secured Obligationssame.
(db) to file any claims or take any action or institute any proceedings in connection therewith which the Secured Party may deem to be necessary or advisable;
(c) to pay, settle or compromise all bills and claims which may be or become liens or security interests against any or all of the Collateral, or any part thereof, unless a bond or other security satisfactory to the Secured Party has been provided; and
(d) upon foreclosure, to do any and every act which any Debtor may do on its behalf with respect to the Collateral or any part thereof and to exercise any or all of such Debtor’s rights and remedies under any or all of the Collateral; provided, however, that the Secured Party shall not exercise any such rights except upon the occurrence and continuation of an Event of Default. This power of attorney is a power coupled with an interest and shall be irrevocable. In the event the Administrative Agent may deem necessary or desirable for the collection of desires to exercise any of the Collateral foregoing rights and determines it necessary to obtain any approvals or otherwise to enforce consents of any Governmental Authority or any other Person therefor, then, upon the rights request of the Administrative Agent, the applicable Debtor agrees to assist the Administrative Agent in obtaining as soon as practicable any necessary approvals or consents for the benefit exercise of the Secured Partiesany such remedies, with respect rights and powers. Each Debtor hereby ratifies all that such attorney shall lawfully do or cause to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretobe done by virtue hereof.
Appears in 1 contract
Samples: Security and Pledge Agreement (Mitcham Industries Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured PartiesBanks, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured PartiesBanks, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor (a) Subject to the rights of the Company under SECTIONS 2.06, 2.07, 2.08 and 2.09, Agent is hereby appoints appointed the Administrative Agent as the Grantor’s attorney-in-fact of the Company for the purposes purpose of carrying out the provisions of this Security Agreement and taking any action and executing any instrument instruments which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereofof this Agreement, which to preserve the validity, perfection and priority of the Liens granted by this Agreement and, following any Event of Default, to exercise its rights, remedies, powers and privileges under this Agreement. This appointment as attorney-in-fact is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, Agent shall be entitled under this Agreement upon the occurrence and during the continuance continuation of an any Event of Default, the Administrative Agent shall have the right and power
Default (ai) to ask, demand, collect, xxx sue for, recover, compromiserecoxxx, receive and give acquittance receipt and receipts discharge for moneys amounts due and to become due under or and in respect of all or any part of the Collateral;
; (bii) to receive, endorse and collect any drafts Instruments or other drafts, instruments, documents and chattel paper in connection with clause (ai) above;
above (c) to endorse such Grantor’s name on including any checks, notes, drafts draft or any other payment relating to or constituting check representing the proceeds of the Collateral which comes into the Administrative Agent’s possession insurance or the Administrative Agent’s control, and deposit the same to the account return of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
unearned premiums); (diii) to file any claims or take any action or institute any proceedings proceeding that the Administrative Agent may deem necessary or desirable advisable for the collection of all or any part of the Collateral Collateral, including the collection of any compensation due and to become due under any contract or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, agreement with respect to all or any part of the Collateral; and
and (eiv) to execute, in connection with any sale or other disposition of Collateral provided for hereinthe collateral under SECTION 6, any endorsementendorsements, assignments, bills of sale or other instruments of conveyance or transfer with respect theretoto all or any part of the Collateral.
(b) Without limiting the rights and powers of Agent under SECTION 2.05(A), the Company hereby appoints Agent as its attorney-in-fact, effective the Closing Date and terminating upon the termination of this Agreement, for the purpose of (i) filing such applications with such state agencies and (ii) executing such other documents and instruments on behalf of, and taking such other action in the name of, the Company as Agent may deem necessary or advisable to accomplish the purposes of this Agreement. This appointment as attorney-in-fact is irrevocable and coupled with an interest.
Appears in 1 contract
Samples: Securities Purchase Agreement (Telscape International Inc)
Attorney-in-Fact. Each Grantor hereby appoints the Revolving Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Revolving Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Revolving Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Revolving Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Revolving Administrative Agent’s possession or the Revolving Administrative Agent’s control, and deposit the same to the account of the Revolving Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.. 58128579
(d) to file any claims or take any action or institute any proceedings that the Revolving Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Revolving Administrative Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor LIMITATIONS ON AUTHORITY OF THE PORTFOLIO MANAGER AS ATTORNEY-IN-FACT; AUTHORITY WITH RESPECT TO BANK ACCOUNTS; NATURE OF SERVICES.
(i) Subject to clause (ii) of this clause (h), the Issuer hereby irrevocably appoints the Administrative Agent Portfolio Manager as the Grantor’s Issuer's attorney-in-fact for fact, with full authority in the purposes place and stead of carrying out the provisions Issuer and in the name of this Security Agreement and taking any action and executing any instrument which the Administrative Agent Issuer or otherwise, from time to time in the Portfolio Manager's discretion, but subject to the direction of the Issuer, to take such actions on behalf of the Issuer as may deem be necessary or advisable to accomplish the for purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoingadministration and management of the operations of the Issuer, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power
(a) to ask, demand, collect, xxx for, recover, compromisecompound, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) connection therewith and to receive, endorse endorse, and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s controltherewith, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent which may deem be necessary or desirable for the collection thereof or to enforce compliance with the terms and conditions of any of such documents, instruments and agreements.
(ii) Anything in clause (i) of this clause (h) or elsewhere in this Agreement to the Collateral contrary notwithstanding, the Portfolio Manager is not hereby authorized to execute on behalf of or otherwise as attorney-in-fact for the Issuer and Transaction Document, or any amendment, modification or waiver to enforce or under any Transaction Document.
(iii) The Issuer authorizes the rights Portfolio Manager to transfer and deposit funds of the Administrative AgentIssuer to and in such bank accounts including, for without limitation, the benefit Custodial Account, as may be established in the name of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoIssuer.
Appears in 1 contract
Samples: Investment Management Agreement (Arm Financial Group Inc)
Attorney-in-Fact. Each Grantor (a) Subject to the rights of the Company under SECTIONS 2.06, 2.07, 2.08 and 2.09, Agent is hereby appoints appointed the Administrative Agent as the Grantor’s attorney-in-fact of the Company for the purposes purpose of carrying out the provisions of this Security Agreement and taking any action and executing any instrument instruments which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereofof this Agreement, which to preserve the validity, perfection and priority of the Liens granted by this Agreement and, following any Event of Default, to exercise its rights, remedies, powers and privileges under this Agreement. This appointment as attorney-in-fact is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, Agent shall be entitled under this Agreement upon the occurrence and during the continuance continuation of an any Event of Default, the Administrative Agent shall have the right and power
Default (ai) to ask, demand, collect, xxx sue for, recover, compromise, receive and give acquittance receipt and receipts discharge for moneys due amounts xxe and to become due under or and in respect of all or any part of the Collateral;
; (bii) to receive, endorse and collect any drafts Instruments or other drafts, instruments, documents and chattel paper in connection with clause (ai) above;
above (c) to endorse such Grantor’s name on including any checks, notes, drafts draft or any other payment relating to or constituting check representing the proceeds of the Collateral which comes into the Administrative Agent’s possession insurance or the Administrative Agent’s control, and deposit the same to the account return of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
unearned premiums); (diii) to file any claims or take any action or institute any proceedings proceeding that the Administrative Agent may deem necessary or desirable advisable for the collection of all or any part of the Collateral Collateral, including the collection of any compensation due and to become due under any contract or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured Parties, agreement with respect to all or any part of the Collateral; and
and (eiv) to execute, in connection with any sale or other disposition of Collateral provided for hereinthe collateral under SECTION 6, any endorsementendorsements, assignments, bills of sale or other instruments of conveyance or transfer with respect theretoto all or any part of the Collateral.
(b) Without limiting the rights and powers of Agent under SECTION 2.05(A), the Company hereby appoints Agent as its attorney-in-fact, effective the Closing Date and terminating upon the termination of this Agreement, for the purpose of (i) filing such applications with such state agencies and (ii) executing such other documents and instruments on behalf of, and taking such other action in the name of, the Company as Agent may deem necessary or advisable to accomplish the purposes of this Agreement. This appointment as attorney-in-fact is irrevocable and coupled with an interest.
Appears in 1 contract
Samples: Securities Purchase Agreement (Telscape International Inc)
Attorney-in-Fact. Each Grantor Owner hereby constitutes and appoints Administrative Agent, acting for and on behalf of itself and the Banks and each successor or assign of Administrative Agent as and the Grantor’s Banks, the true and lawful attorney-in-fact for of Owner, with full power and authority in the purposes place and stead of carrying out Owner and in the provisions name of this Security Agreement and taking any action and executing any instrument which the Owner, Administrative Agent may deem necessary or advisable otherwise to accomplish enforce all rights, interests and remedies of Owner with respect to the purposes hereofCollateral, which appointment is irrevocable and coupled with an interest; providedincluding, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Defaultwithout limitation, the Administrative Agent shall have the right and powerright:
(a) 10.1 to ask, require, demand, collect, xxx for, recover, compromise, receive and give acquittance for any and receipts all moneys and claims for moneys due and to become due under or in respect arising out of the Assigned Agreements or any of the other Collateral, including without limitation, any insurance policies;
(b) 10.2 to receive, elect remedies thereunder and to endorse and collect any drafts checks or other instruments, documents and chattel paper instruments or orders in connection with clause (a) abovetherewith;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.
(d) 10.3 to file any claims or take any action or institute any proceedings that the in connection therewith which Administrative Agent may reasonably deem to be necessary or desirable for advisable;
10.4 to pay, settle or compromise all bills and claims which may be or become liens or security interests against any or all of the collection of Collateral, or any of part thereof, unless a bond or other security satisfactory to Administrative Agent has been provided; and
10.5 upon foreclosure and to the extent provided in the Consents, to do any and every act which Owner may do on its behalf with respect to the Collateral or otherwise any part thereof and to enforce the exercise any or all of Owner's rights and remedies under any or all of the Assigned Agreements; provided, however, that Administrative Agent, for Agent shall not exercise any such rights except upon the benefit occurrence and continuation of the Secured Parties, an Event of Default. This power of attorney is a power coupled with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect theretoan interest and shall be irrevocable.
Appears in 1 contract
Samples: Credit Agreement (Calpine Corp)
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to To endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Agent’s possession or the Administrative Agent’s control, and deposit the same to the account of the Administrative Agent, for the benefit of the Secured PartiesBanks, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent, for the benefit of the Secured PartiesBanks, with respect to any of the Collateral; and
(e) to To execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
Attorney-in-Fact. Each Grantor hereby appoints the Administrative Collateral Agent as the Grantor’s attorney-in-fact for the purposes of carrying out the provisions of this Security Agreement and taking any action and executing any instrument which the Administrative Collateral Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; provided, that the Administrative Collateral Agent shall have and may exercise rights under this power of attorney only upon the occurrence and during the continuance of an any Event of Default. Without limiting the generality of the foregoing, upon the occurrence and during the continuance of an any Event of Default, the Administrative Collateral Agent shall have the right and power:
(a) to ask, demand, collect, xxx for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, endorse and collect any drafts or other instruments, documents and chattel paper in connection with clause (a) above;
(c) to endorse such Grantor’s name on any checks, notes, drafts or any other payment relating to or constituting proceeds of the Collateral which comes into the Administrative Collateral Agent’s possession or the Administrative Collateral Agent’s control, and deposit the same to the account of the Administrative Collateral Agent, for the benefit of the Secured Parties, on account and for payment of the Secured Obligations.;
(d) to file any claims or take any action or institute any proceedings that the Administrative Collateral Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Collateral Agent, for the benefit of the Secured Parties, with respect to any of the Collateral; and
(e) to execute, in connection with any sale or other disposition of Collateral provided for herein, any endorsement, assignments, or other instruments of conveyance or transfer with respect thereto.
Appears in 1 contract
