Common use of Authority of Lender Clause in Contracts

Authority of Lender. (a) Lender shall have, and be entitled to exercise, all such powers hereunder as are specifically delegated to Lender by the terms hereof, together with such powers as are incidental thereto. Lender may execute any of its duties hereunder by or through agents or employees and shall be entitled to retain counsel and to act in reliance upon the advice of such counsel concerning all matters pertaining to its duties hereunder. Neither Lender, nor any director, officer or employee of Lender, shall be liable for any action taken or omitted to be taken by Lender hereunder or in connection herewith. Each Debtor agrees to reimburse Lender, on demand, for all costs and expenses incurred by Lender in connection with the administration and enforcement of this Agreement (including costs and expenses incurred by any agent employed by Lender) and agrees to indemnify (which indemnification shall survive any termination of this Agreement) and hold harmless Lender (and any such agent) from and against any and all liability incurred by Lender (or such agent) hereunder or in connection herewith except to the extent of any gross negligence or wilful misconduct on the part of Lender. (b) Lender may from time to time, without notice to any Debtor, at its option, perform any obligation to be performed by any Debtor hereunder, under the Secured Credit Agreement or the Related Documents which shall not have been performed and take any other action which, in its sole discretion, Lender deems necessary or desirable for the maintenance or preservation of any Collateral of any Debtor or all Debtors' or Lender's Security Interest in any of such Collateral. All moneys advanced by Lender in connection with the foregoing shall, whether or not there are then outstanding any Loans made under the Secured Credit Agreement, bear interest at the Default Rate (or such lower maximum rate as shall be legal under applicable law), and shall be jointly and severally repayable together with such interest by such Debtor to Lender, upon the demand of Lender, and shall be secured hereby prior to any other indebtedness or obligation secured hereby, but the making of any such advance by Lender shall not relieve such Debtor of any default hereunder or thereunder.

Authority of Lender. (a) Lender shall have, have and be entitled to exercise, exercise all such powers hereunder as are specifically delegated to Lender by the terms hereof, together with such powers as are reasonably incidental thereto. Lender may execute any of its duties hereunder by or through sub-agents or employees and shall be entitled to retain counsel and to act in reliance upon the advice of such counsel concerning all matters pertaining to its duties hereundersaid duties. Neither LenderLender and any affiliate, nor any director, officer officer, or employee of Lender, Lender shall not be liable for any action taken or omitted to be taken by Lender them or any of them hereunder or in connection herewith, except for their own gross negligence or willful misconduct; nor shall Lender be responsible for the validity, effectiveness, or sufficiency hereof or of any document or security furnished pursuant hereto or in connection herewith. Each Debtor Lender shall be entitled to rely on any communication, instrument, or document believed by it to be genuine and correct and to have been signed or sent by the proper person or persons. Pledgor hereby agrees to reimburse Lender, on demand, for all costs and reasonable expenses incurred by Lender it in connection with the administration and enforcement of this Pledge Agreement (including costs and expenses incurred by any agent employed by Lender) and agrees to indemnify (which indemnification shall survive any termination of this Agreement) and hold harmless Lender (and any such agent) from and against any and all liability incurred by Lender (or such agent) it hereunder or in connection herewith except herewith, unless such liability shall be due to the extent of any willful misconduct or gross negligence or wilful misconduct on the part of Lender. (b) . Other than the exercise of reasonable care in the physical custody of the Pledged Collateral while held by Lender, Lender may from time shall have no responsibility for or obligation or duty with respect to timeall or any part of the Pledged Collateral or any matter or proceeding arising out of or relating thereto, including, without notice to any Debtorlimitation, at its option, perform any obligation or duty to be performed by collect any Debtor hereunder, under the Secured Credit Agreement sums due in respect thereof or the Related Documents which shall not have been performed and take to protect or preserve any rights against prior parties or any other action whichrights pertaining thereto, it being understood and agreed that Pledgor shall be responsible generally for the preservation of all rights in its sole discretionthe Pledged Collateral. Without limiting the generality of the foregoing, Lender deems necessary shall be conclusively deemed to have exercised reasonable care in the custody of the Pledged Collateral if Lender takes such action, for purposes of preserving rights in the Pledged Collateral, as Pledgor may reasonably request in writing, but no failure or desirable for the maintenance omission or preservation of any Collateral of any Debtor or all Debtors' or Lender's Security Interest in any of such Collateral. All moneys advanced delay by Lender in connection complying with the foregoing shallany such request by Pledgor, whether or not there are then outstanding and no refusal by Lender to comply with any Loans made under the Secured Credit Agreementsuch request by Pledgor, bear interest at the Default Rate (or such lower maximum rate as shall be legal under applicable law), and shall deemed to be jointly and severally repayable together with such interest by such Debtor a failure to Lender, upon the demand of Lender, and shall be secured hereby prior to any other indebtedness or obligation secured hereby, but the making of any such advance by Lender shall not relieve such Debtor of any default hereunder or thereunderexercise reasonable care.

Authority of Lender. (a) Lender shall have, and be entitled to exercise, all such powers hereunder as are specifically delegated to Lender by the terms hereof, together with such powers as are incidental thereto. Lender may execute any of its duties hereunder by or through agents or employees and shall be entitled to retain counsel and to act in reliance upon the advice of such counsel concerning all matters pertaining to its duties hereunder. Neither Lender, Lender nor any director, officer or employee of Lender, Lender shall be liable for any action taken or omitted to be taken by Lender it hereunder or in connection herewith, except for its own gross negligence or willful misconduct. Each Debtor Borrower agrees to reimburse Lender, on demand, for all costs and expenses incurred by Lender in connection with the administration and enforcement of this Agreement (including costs and expenses incurred by any agent employed by Lender) and agrees to indemnify (which indemnification shall survive any termination of this Agreement) and hold harmless Lender (and any such agent) from and against any and all liability incurred by Lender (or such agent) hereunder or in connection herewith except herewith, unless such liability shall be due to the extent of any gross negligence or wilful willful misconduct on the part of LenderLender or such agent, as the case may be. (b) Lender may from time to time, without notice to any DebtorBorrower, at its option, perform any obligation to be performed by any Debtor Borrower hereunder, under the Secured Credit Agreement or the Related Documents which shall not have been performed and take any other action which, in its sole discretion, Lender it deems necessary or desirable for the maintenance or preservation of any of the Collateral of any Debtor or all Debtors' or Lender's Security Interest in any of such the Collateral. All moneys advanced by Lender in connection with the foregoing shall, whether or not there are then outstanding any Loans made under the Secured Credit Agreement, bear interest at the Default Rate (or such lower maximum rate as shall be legal under applicable law), and shall be jointly and severally repayable repaid together with such interest by such Debtor Borrower to Lender, upon the demand of Lender's demand, and shall be secured hereby prior to any other indebtedness or obligation secured hereby, but the making of any such advance by Lender shall not relieve such Debtor Borrower of any default hereunder or thereunder.