Authorized Actions. The Custodian shall take such actions with respect to the Assets as are directed in writing, in accordance with the provisions of Section 5.3 of this Agreement, by the Trustees or by any officer of the Administrator or the Paying Agent and received by the Custodian from time to time.
Authorized Actions. Debtor authorizes Secured Party, in the discretion of Secured Party and to the extent permitted by applicable law, without notice to Debtor (except as otherwise provided herein), irrespective of any change in the financial condition of Debtor since the date hereof, and without affecting or impairing in any way the liability of Debtor hereunder, from time to time, to (a) create new Obligations, and, either before or after receipt of notice of revocation, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold additional security for the payment or performance of the Obligations and exchange, enforce, waive or release any such additional security; (c) apply such additional security and direct the order or manner of sale thereof; (d) purchase such additional security at public or private sale; (e) upon the occurrence and during the continuance of an Event of Default, make any payments and do any other acts Secured Party shall reasonably deem necessary to protect the security interest of Secured Party in the Collateral, including pay, purchase, contest or compromise any encumbrance, charge or lien which in the reasonable judgment of Secured Party is prior to or superior to the security interest granted hereunder, and appear in and defend any action or proceeding purporting to affect the security interest of Secured Party in and/or the interest of Secured Party in the Collateral, and in exercising any such powers or authority, pay all reasonable expenses incurred in connection therewith, including reasonable attorneys’ fees, and Debtor hereby agrees that Debtor shall be bound by any such payment made or act taken by Secured Party hereunder and shall reimburse Secured Party for all reasonable payments made and expenses incurred, which amounts shall be secured under this Security Agreement; provided, however, that Secured Party shall have no obligation to make any of the foregoing payments or perform any of the foregoing acts; (f) otherwise exercise any right or remedy Secured Party may have against Debtor or any security, including the right to foreclose upon any such security by judicial or nonjudicial sale; (g) settle compromise with, release or substitute any one or more makers, endorsers or guarantors of the Obligations; and (h) assign the Obligations, or this Securit...
Authorized Actions. To take authorized actions for and on behalf of the Trust in accordance with the direction of the Investment Manager; and
Authorized Actions. The Custodian shall take such reasonable actions with respect to the Assets as directed in writing by the Trust or by any officer of the Administrator duly authorized by the Trustees to give written instructions on behalf of the Trust and named in such certified resolutions of the Trustees, as may be received by the Custodian from time to time.
Authorized Actions. Each Subsidiary Grantor authorizes Collateral Agent and the Investors, in their discretion, without notice to such Subsidiary Grantor, irrespective of any change in the financial condition of such Subsidiary Grantor, the other Subsidiary Grantors or any other guarantor of the Obligations, and without affecting or impairing in any way the liability of such Subsidiary Grantor hereunder, from time to time to (a) create new Obligations, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold security for the payment or performance of the Obligations and exchange, enforce, waive or release any such security; (c) apply such security and direct the order or manner of sale thereof; (d) purchase such security at public or private sale; (e) otherwise exercise any right or remedy it may have against such Subsidiary Grantor, the other Subsidiary Grantors, any other guarantor of the Obligations or any security, including, without limitation, the right to foreclose upon any such security by judicial or nonjudicial sale; (f) settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the Obligations; and (g) assign the Obligations, or the other Transaction Documents in whole or in part.
Authorized Actions. The Trustee is authorized and directed to take any action set forth below:
(a) receive Plan contributions and to hold, invest, and reinvest the portion of the Fund for which it serves as Trustee, as authorized by the Employer or its designee, without distinction between principal and interest; provided, however, that nothing in this Agreement will require the Trustee to maintain physical custody of stock certificates (or other indicia of ownership) representing assets within the Fund;
(b) maintain accurate records of contributions, investments, earnings, receipts, disbursements, withdrawals, and other transactions under the trust;
(c) make disbursements from the portion of the Fund for which it serves as Trustee to participants or beneficiaries upon the proper authorization of the Plan Administrator; and
(d) furnish to the Plan Administrator a statement that reflects the value of the investments in the custody of the Trustee as of the end of each plan year of the Plan and as of any other times as the Trustee and Plan Administrator may agree in writing.
Authorized Actions. The Company agrees that, concurrently with the offer and sale of Shares on behalf of the Company as contemplated by this Agreement, the Agent may (i) act as broker for the sale of shares of Common Stock by customers other than the Company, (ii) to the extent permitted by the rules and regulations of the Securities and Exchange Commission (the "Commission") under the Securities Exchange Act of 1934, (the "Exchange Act"), solicit the sale of shares of Common Stock by customers other than the Company through the Agent as broker for the seller, solicit the sale of shares of Common Stock by customers other than the Company to the Agent as principal and solicit offers to purchase shares of Common Stock and (iii) offer and sell as principal for its own account Shares that the Agent has purchased from the Company as contemplated by Sections 2(b) and 3(a) (ii) or shares of Common Stock that the Agent has otherwise acquired in transactions permitted by this Agreement.
Authorized Actions. The Agent is hereby irrevocably authorized by the Banks, without any further action by any Bank, to release the Agent's liens in Collateral: (i) if such Collateral is permitted to be sold or otherwise disposed of under Section 5.02(i); (ii) if the Supermajority Banks instruct the Agent to effectuate, permit or consent to a sale or other disposition or foreclosure or other realization of Collateral; or (iii) upon collateralization and payment and satisfaction of all other non-contingent obligations of the Borrower under the Loan Documents.
Authorized Actions. Subordinated Creditor authorizes Senior Creditors and/or the Collateral Agent, in their discretion, with prior written notice to Subordinated Creditor, irrespective of any change (including any change in the financial condition of Debtor, Subordinated Creditor, any guarantor or any other Person) or of any other event or circumstance, and without affecting or impairing in any way the obligations of Subordinated Creditor or the rights of Senior Creditors hereunder, from time to time to (a) compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of, the Senior Debt or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold Collateral or other security for the payment or performance of the Senior Debt and exchange, enforce, waive or release any such Collateral or other security; (c) apply such Collateral or other security and direct the order or manner of sale thereof; (d) purchase such Collateral or other security at public or private sale; (e) otherwise exercise any right or remedy it may have against Debtor, any guarantor, any other Person or any Collateral or other security, including the right to foreclose upon any Collateral by judicial or non-judicial sale; (f) settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the Senior Debt; or (g) assign any or all of the Senior Debt, this Subordination Agreement, or any related documents, instruments or agreements in whole or in part.
Authorized Actions. Each Borrower authorizes Agent and Lenders, in its discretion, without notice to such Borrower, irrespective of any change in the financial condition of such Borrower, the other Borrowers or any other guarantor of the Obligations since the date hereof, and without affecting or impairing in any way the liability of such Borrower hereunder, from time to time to (a) create new Obligations, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold security for the payment or performance of the Obligations and exchange, enforce, waive or release any such security; (c) apply such security and direct the order or manner of sale thereof; (d) purchase such security at public or private sale; (e) otherwise exercise any right or remedy it may have against such Borrower, the other Borrowers, any other guarantor of the Obligations or any security, including, without limitation, the right to foreclose upon any such security by judicial or nonjudicial sale; (f) settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the Obligations; and (g) assign the Obligations, including this guaranty, or the other Transaction Documents in whole or in part in accordance with the terms of this Loan Agreement.
