Common use of Controlling Party’s Authority Clause in Contracts

Controlling Party’s Authority. (a) Each of OFL and the Seller hereby irrevocably appoint the Controlling Party, and any successor to the Controlling Party appointed pursuant to Section 6.01, its true and lawful attorney, with full power of substitution, in the name of OFL, the Seller, the Secured Parties or otherwise, but (subject to Section 2.08) at the expense of the Seller, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuing, any or all of the following powers with respect to all or any of the Collateral related to the relevant Series: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL and the Seller The Issuer hereby irrevocably appoint appoints the Controlling PartyCollateral Agent, and any successor to the Controlling Party Collateral Agent appointed pursuant to Section 6.014.05, its true and lawful attorney, with full power of substitution, in the name of OFLthe Issuer, the Seller, the Issuer Secured Parties or otherwise, but (subject to Section 2.082.06) at the expense of the SellerIssuer, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuingbut at all such times at the direction of the Controlling Party, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesSpread Account Agreement Collateral: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL and the Seller The Issuer hereby irrevocably appoint appoints the Controlling PartyCollateral Agent, and any successor to the Controlling Party Collateral Agent appointed pursuant to Section 6.014.05, its true and lawful attorney, with full power of substitution, in the name of OFLthe Issuer, the Seller, the Issuer Secured Parties or otherwise, but (subject to Section 2.082.06) at the expense of the SellerIssuer, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuingbut at all such times at the direction of the Controlling Party, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesSpread Account Agreement Collateral: (i) to demand, xxx sxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL and the Seller The Issuer hereby irrevocably appoint appoints the Controlling PartyCollateral Agent, and any successor to the Controlling Party Collateral Agent appointed pursuant to Section 6.014.05, its true and lawful attorney, with full power of substitution, in the name of OFLthe Issuer, the Seller, the Issuer Secured Parties or otherwise, but (subject to Section 2.082.06) at the expense of the SellerIssuer, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuingbut at all such times at the written direction of the Controlling Party, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesSpread Account Agreement Collateral: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL and the Seller The Issuer hereby irrevocably appoint appoints the Controlling PartyCollateral Agent, and any successor to the Controlling Party Collateral Agent appointed pursuant to Section 6.014.05, its true and lawful attorney, with full power of substitution, in the name of OFLthe Issuer, the Seller, the Trust Secured Parties or otherwise, but (subject to Section 2.082.06) at the expense of the SellerIssuer, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuingbut at all such times at the written direction of the Controlling Party, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesSpread Account Agreement Collateral: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL and the Seller The Issuer hereby irrevocably appoint appoints the Controlling PartyCollateral Agent, and any successor to the Controlling Party Collateral Agent appointed pursuant to Section 6.014.05 hereof, its true and lawful attorney, with full power of substitution, in the name of OFLthe Issuer, the Seller, the Issuer Secured Parties or otherwise, but (subject to Section 2.082.06 hereof) at the expense of the SellerIssuer, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuingbut at all such times at the written direction of the Controlling Party, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesSpread Account Agreement Collateral: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL and the Seller The Issuer hereby irrevocably appoint appoints the Controlling PartyCollateral Agent, and any successor to the Controlling Party Collateral Agent appointed pursuant to Section 6.014.05 hereof, its true and lawful attorney, with full power of substitution, in the name of OFLthe Issuer, the Seller, the Issuer Secured Parties or otherwise, but (subject to Section 2.082.06 hereof) at the expense of the SellerIssuer, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuingbut at all such times at the direction of the Controlling Party, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesSpread Account Agreement Collateral: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL Arcadia Financial and the Seller hereby irrevocably appoint the Controlling Party, and any successor to the Controlling Party appointed pursuant to Section 6.01, its true and lawful attorney, with full power of substitution, in the name of OFLArcadia Financial, the Seller, the Secured Parties or otherwise, but (subject to Section 2.08) at the expense of the Seller, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuing, any or all of the following powers with respect to all or any of the Collateral related to the relevant Series: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED provided that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL the Issuer, AFL, the Seller and the Seller Secured Parties hereby irrevocably appoint appoints the Controlling Party, and any successor to the Controlling Party appointed pursuant to Section 6.015.1, its true and lawful attorney, with full power of substitution, in the name of OFLthe Issuer, AFL, the Seller, the Secured Parties or otherwise, but (subject to Section 2.08) at the expense of the Seller, to the extent permitted by law to exerciseexercise in its sole and absolute discretion, at any time and from time to time while any Insurance Agreement Amortization Event of Default has occurred and is continuing, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesCollateral: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, securitize, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED PROVIDED, that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereofVI.

Controlling Party’s Authority. (a) Each of OFL and the Seller The Issuing Entity hereby irrevocably appoint appoints the Controlling PartyCollateral Agent, and any successor to the Controlling Party Collateral Agent appointed pursuant to Section 6.014.05 hereof, its true and lawful attorney, with full power of substitution, in the name of OFLthe Issuing Entity, the Seller, the Issuing Entity Secured Parties or otherwise, but (subject to Section 2.082.06 hereof) at the expense of the SellerIssuing Entity, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuingbut at all such times at the written direction of the Controlling Party, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesSpread Account Agreement Collateral: (i) to demand, xxx sxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL and the Seller The Issuing Entity hereby irrevocably appoint appoints the Controlling PartyCollateral Agent, and any successor to the Controlling Party Collateral Agent appointed pursuant to Section 6.014.05 hereof, its true and lawful attorney, with full power of substitution, in the name of OFLthe Issuing Entity, the Seller, the Issuing Entity Secured Parties or otherwise, but (subject to Section 2.082.06 hereof) at the expense of the SellerIssuing Entity, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuingbut at all such times at the written direction of the Controlling Party, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesSpread Account Agreement Collateral: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL Arcadia Financial and the Seller hereby irrevocably appoint the Controlling Party, and any successor to the Controlling Party appointed pursuant to Section 6.01, its true and lawful attorney, with full power of substitution, in the name of OFLArcadia Financial, the Seller, the Secured Parties or otherwise, but (subject to Section 2.08) at the expense of the Seller, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuing, any or all of the following powers with respect to all or any of the Collateral related to the relevant Series: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL and the Seller The Trust hereby irrevocably appoint appoints the Controlling PartyCollateral Agent, and any successor to the Controlling Party Collateral Agent appointed pursuant to Section 6.014.05 hereof, its true and lawful attorney, with full power of substitution, in the name of OFLthe Trust, the Seller, the Trust Secured Parties or otherwise, but (subject to Section 2.082.06 hereof) at the expense of the SellerTrust, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuingbut at all such times at the written direction of the Controlling Party, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesSpread Account Agreement Collateral: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.

Controlling Party’s Authority. (a) Each of OFL the Issuer, OFL, the Seller and the Seller Secured Parties hereby irrevocably appoint appoints the Controlling Party, and any successor to the Controlling Party appointed pursuant to Section 6.015.1, its true and lawful attorney, with full power of substitution, in the name of the Issuer, OFL, the Seller, the Secured Parties or otherwise, but (subject to Section 2.08) at the expense of the Seller, to the extent permitted by law to exerciseexercise in its sole and absolute discretion, at any time and from time to time while any Insurance Agreement Amortization Event of Default has occurred and is continuing, any or all of the following powers with respect to all or any of the Collateral related to the relevant SeriesCollateral: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, securitize, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED PROVIDED, that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereofVI.

Controlling Party’s Authority. (a) Each of OFL and the The Seller hereby irrevocably appoint appoints the Controlling Party, and any successor to the Controlling Party appointed pursuant to Section 6.01, its true and lawful attorney, with full power of substitution, in the name of OFL, the Seller, the Secured Parties or otherwise, but (subject to Section 2.08) at the expense of the Seller, to the extent permitted by law to exercise, at any time and from time to time while any Insurance Agreement Event of Default has occurred and is continuing, any or all of the following powers with respect to all or any of the Collateral related to the relevant Series: (i) to demand, xxx for, collect, receive and give acquittance for any and all monies due or to become due upon or by virtue thereof, (ii) to settle, compromise, compound, prosecute or defend any action or proceeding with respect thereto, (iii) to sell, transfer, assign or otherwise deal with the same or the proceeds thereof as fully and effectively as if the Collateral Agent were the absolute owner thereof, and (iv) to extend the time of payment of any or all thereof and to make any allowance or other adjustments with respect thereto; PROVIDED that the foregoing powers and rights shall be exercised in accordance with the provisions of Article VII hereof.