Common use of Certain Additional Powers of Collateral Agent and Depositary Clause in Contracts

Certain Additional Powers of Collateral Agent and Depositary. Collateral Agent and, where appropriate, Depositary shall have the right, but not the obligation, to: (a) refuse any item for credit to any Account except as required by the terms of this Agreement; and (b) refuse to honor any request for transfer on any Account which is not consistent with this Agreement. If the Company fails to perform any agreement contained herein, Collateral Agent may (but is not obligated to) itself perform, or cause the performance of, such agreement, and the expenses of Collateral Agent incurred in connection therewith shall be payable by the Company upon demand. The Company hereby irrevocably appoints Collateral Agent as the Company’s attorney-in-fact, with full authority in the place and stead of the Company and in the name of the Company otherwise from time to time, if an Event of Default shall have occurred and be continuing, to take any action and to execute any instrument necessary or advisable to accomplish the purposes of this Agreement, including:

Certain Additional Powers of Collateral Agent and Depositary. Collateral Agent and, where appropriate, Depositary shall have the right, but not the obligation, to: (a) refuse any item for credit to any Account except as required by the terms of this Agreement; and (b) refuse to honor any request for transfer on any Account which is not consistent with this Agreement. If the Company Borrower fails to perform any agreement contained herein, Collateral Agent may (but is not obligated to) itself perform, or cause the performance of, such agreement, and the expenses of Collateral Agent incurred in connection therewith shall be payable by the Company Borrower upon demand. The Company Borrower hereby irrevocably appoints Collateral Agent as the CompanyBorrower’s attorney-in-fact, with full authority in the place and stead of the Company Borrower and in the name of the Company Borrower otherwise from time to time, if an Event of Default shall have occurred and be continuing, to take any action and to execute any instrument necessary or advisable to accomplish the purposes of this Agreement, including: