Common use of Authorization for Secured Party to Take Certain Action Clause in Contracts

Authorization for Secured Party to Take Certain Action. (a) Each Grantor irrevocably authorizes the Collateral Agent at any time and from time to time and appoints the Collateral Agent as its attorney in fact to do all acts and things necessary or desirable in the Collateral Agent’s sole discretion to preserve and protect the Collateral and perfect and maintain the perfection and priority of the Collateral Agent’s security interest in the Collateral including, without limitation, to indorse and collect any cash proceeds of the Collateral, and to contact and enter into one or more agreements with the issuers of uncertificated securities which are Pledged Equity or with securities intermediaries holding Pledged Equity as may be necessary or advisable to give the Collateral Agent control over such Pledged Equity; provided that, this authorization shall not relieve such Grantor of any of its obligations under this Agreement, the Credit Agreement or under any other Loan Document. (b) All acts of said attorney or designee are hereby ratified and approved. The powers conferred on the Collateral Agent, for the benefit of the Collateral Agent and other Secured Parties, under this Section 8.2 are solely to protect the Collateral Agent’s interests in the Collateral and shall not impose any duty upon the Collateral Agent or any other Secured Party to exercise any such powers. The Collateral Agent agrees that it shall not exercise any power or authority granted to it under this Section 8.2 unless an Event of Default has occurred and is continuing.

Authorization for Secured Party to Take Certain Action. (a) Each Grantor irrevocably authorizes the Collateral Administrative Agent at any time and from time to time and appoints the Collateral Administrative Agent as its attorney in fact fact, to do all acts and things necessary or desirable in the Collateral Administrative Agent’s sole discretion to preserve and protect the Collateral and perfect and maintain the perfection and priority of the Collateral Administrative Agent’s security interest in the Collateral including, without limitation, to indorse endorse and collect any cash proceeds of the Collateral, and to contact and enter into one or more agreements with the issuers of uncertificated securities which are Pledged Equity or with securities intermediaries holding Pledged Equity as may be necessary or advisable to give the Collateral Administrative Agent control Control over such Pledged Equity; provided that, this authorization shall not relieve such Grantor of any of its obligations under this Security Agreement, the Credit Agreement or under any other Loan DocumentPaper. (b) All Subject to the limitation set forth in the last sentence of this Section 6.2(b), all acts of said attorney or designee are hereby ratified and approved. The powers conferred on the Collateral Administrative Agent, for the benefit of the Collateral Administrative Agent and other Secured Parties, under this Section 8.2 6.2 are solely to protect the Collateral Administrative Agent’s interests in the Collateral and shall not impose any duty upon the Collateral Administrative Agent or any other Secured Party to exercise any such powers. The Collateral Administrative Agent agrees that it shall not exercise any power or authority granted to it under this Section 8.2 6.2 unless an Event of Default has occurred and is continuing.

Authorization for Secured Party to Take Certain Action. (a) Each Grantor Pledgor irrevocably authorizes the Collateral Administrative Agent at any time and from time to time in the sole discretion of the Administrative Agent and appoints the Collateral Administrative Agent as its attorney in fact (i) to do all acts execute on behalf of Pledgor as debtor and things to file financing statements necessary or desirable in the Collateral Administrative Agent’s sole discretion to preserve and protect the Collateral and perfect and to maintain the perfection and priority of the Collateral Administrative Agent’s security interest in the Collateral includingCollateral, without limitation, (ii) to indorse endorse and collect any cash proceeds of the Collateral, and (iii) to contact and enter into one or more agreements with the issuers of uncertificated securities which are constituting Pledged Equity or with securities intermediaries holding Pledged Equity as may be necessary or advisable to give the Collateral Administrative Agent control Control over such Pledged Equity, (iv) to apply the proceeds of any Collateral received by the Administrative Agent to the Obligations as provided in Section 2.5(d) of the Credit Agreement and (v) to do all other acts and things necessary to carry out this Parent Pledge Agreement; and Pledgor agrees to reimburse the Administrative Agent on demand for any payment made or any expense incurred by the Administrative Agent in connection with any of the foregoing; provided that, this authorization shall not relieve such Grantor Pledgor of any of its obligations under this Parent Pledge Agreement, the Credit Agreement or under any other Loan Document. (b) All acts of said attorney or designee are hereby ratified and approved. The powers conferred on the Collateral Administrative Agent, for the benefit of the Collateral Administrative Agent and other Secured Parties, under this Section 8.2 7.1 are solely to protect the Collateral Administrative Agent’s interests in the Collateral and shall not impose any duty upon the Collateral Administrative Agent or any other Secured Party to exercise any such powers. The Collateral Administrative Agent agrees that that, except for the powers granted in Section 7.1(a)(i) through (v), it shall not exercise any power or authority granted to it under this Section 8.2 unless an Event of Default has occurred and is continuing.