FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 of the New York General Obligations Law: That ContiFinancial Corporation ("Seller"), does hereby appoint Greenwich Capital Financial Products, Inc. ("Buyer"), its attorney-in-fact to act in Seller's name, place and stead in any way which Seller could do with respect to (i) completing endorsements and recording instruments relating to the Assets purchased by Buyer pursuant to a Master Repurchase Agreement Governing Purchases and Sales of Assets dated as of August 9, 1999 between Seller and Buyer (the "Repurchase Agreement") and to take such other steps as may be necessary or desirable to enforce Buyer's rights under the Repurchase Agreement, and against such Assets, the related Asset Files and the Servicing Records, to the extent that Seller is permitted by law to act through an agent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT.
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FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute that ARC RFT JPM LOAN, LLC, a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 of the New York General Obligations Law: That ContiFinancial Corporation Delaware limited liability company ("“Seller"”), does hereby appoint Greenwich Capital Financial ProductsJPMORGAN CHASE BANK, Inc. NATIONAL ASSOCIATION ("“Buyer"”), its attorney-in-fact to act in Seller's ’s name, place and stead in any way which that Seller could do with respect to (i) completing the completion of the endorsements of the Purchased Assets, including without limitation the Mortgage Notes, Assignments of Mortgages, Mezzanine Notes, Participation Certificates and recording instruments relating assignments of Participation Interests and any transfer documents related thereto, (ii) the recordation of the Assignments of Mortgages, (iii) the preparation and filing, in form and substance satisfactory to Buyer, of such financing statements, continuation statements, and other uniform commercial code forms, as Buyer may from time to time, reasonably consider necessary to create, perfect, and preserve Buyer's security interest in the Purchased Assets and (iv) the enforcement of Seller’s rights under the Purchased Assets purchased by Buyer pursuant to a the Master Repurchase Agreement Governing Purchases and Sales of Assets Agreement, dated as of August 9June 18, 1999 between Seller and Buyer 2014 (the "“Repurchase Agreement") ”), between Buyer and Seller, and to take such other steps as may be necessary or desirable to enforce Buyer's ’s rights under the Repurchase Agreement, and against such Purchased Assets, the related Purchased Asset Files and the Servicing Records, Records to the extent that Seller is permitted by law to act through an agent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT. THIS POWER OF ATTORNEY IS COUPLED WITH AN INTEREST AND SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK PURSUANT TO SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW.
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Samples: Master Repurchase Agreement (ARC Realty Finance Trust, Inc.)
FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute that CT LEGACY JPM SPV, LLC, a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 of the New York General Obligations Law: That ContiFinancial Corporation Delaware limited liability company ("“Seller"”), does hereby appoint Greenwich Capital Financial Products, Inc. JPMORGAN CHASE FUNDING INC. ("“Buyer"”), its attorney-in-fact to act in Seller's ’s name, place and stead in any way which that Seller could do with respect to (i) completing the completion of the endorsements of the Purchased Assets, including without limitation the Mortgage Notes, Mezzanine Notes and recording instruments relating Assignments of Mortgages and any transfer documents related thereto, (ii) the recordation of the Assignments of Mortgages, (iii) the preparation and filing, in form and substance satisfactory to Buyer, of such financing statements, continuation statements, and other uniform commercial code forms, as Buyer may from time to time, reasonably consider necessary to create, perfect, and preserve Buyer's security interest in the Purchased Assets and (iv) the enforcement of Seller’s rights under the Purchased Assets purchased by Buyer pursuant to a the Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Assets Agreement, dated as of August 9March 31, 1999 between Seller and Buyer 2011 (the "“Repurchase Agreement") ”), between Buyer and Seller, and to take such other steps as may be necessary or desirable to enforce Buyer's ’s rights under the Repurchase Agreement, and against such Purchased Assets, the related Purchased Asset Files and the Servicing Records, Records to the extent that Seller is permitted by law to act through an agent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK PURSUANT TO SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW.
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FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. “Know All Men by These Presents, which are intended to constitute that Capital Trust, Inc., a GENERAL POWER OF ATTORNEY pursuant to Article 5Maryland corporation, Title 15 and CT BSI Funding Corp., a Delaware corporation (each a “Seller” with joint and several liability for the obligations of the New York General Obligations Law: That ContiFinancial Corporation ("other Seller"), does each hereby appoint Greenwich Capital Financial ProductsBear, Xxxxxxx Funding, Inc. ("“Buyer"”), its attorney-in-fact to act in Seller's ’s name, place and stead in any way which Seller could do with respect to (i) completing the completion of the endorsements of the Mortgage Notes and recording instruments relating to the Assets Assignments of Mortgages and the Mezzanine Notes, (ii) the recordation of the Assignments of Mortgages and (iii) the enforcement of Seller’s rights under the Purchased Loans purchased by Buyer pursuant to a the Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Assets Agreement, dated as of August 9February 15, 1999 2006 (the “Amended and Restated Master Repurchase Agreement”), between Seller and Buyer (the "Repurchase Agreement") and to take such other steps as may be necessary or desirable to enforce Buyer's ’s rights under the Repurchase Agreement, and against such AssetsPurchased Loans, the related Asset Purchased Loan Files and the Servicing Records, Records to the extent that Seller is permitted by law to act through an agent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT. Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Amended and Restated Master Repurchase Agreement.
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FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute a GENERAL POWER OF ATTORNEY pursuant to Article 5that TABERNA LOAN HOLDINGS I, Title 15 of the New York General Obligations Law: That ContiFinancial Corporation L.L.C. ("“Seller"”), does hereby irrevocably appoint Greenwich Capital Financial Products, Inc. AG PARK LANE I CORP. ("Buyer"“Purchaser”), its attorney-in-fact to act in Seller's ’s name, place and stead in any way which Seller could do with respect to (i) completing endorsements the preparation and recording instruments relating completion of any transfer documentation required by the applicable transfer agent for any Subject Asset purchased by Purchaser pursuant to the Assets purchased by Buyer pursuant to a Master Repurchase Agreement Governing Purchases Purchase and Sales of Assets Sale Agreement, dated as of August 9July 15, 1999 2009, between Seller and Buyer Purchaser, to effectuate the sale and transfer of such Subject Asset to Purchaser from Seller and (the "Repurchase Agreement"ii) and to take such other steps as may be necessary or desirable to enforce Buyer's Purchaser’s rights under in respect of such Subject Asset and any related documentation including, but not limited to, the Repurchase Agreementright to prepare and execute bond powers, complete blanks in documents, and against such Assets, the related Asset Files sign assignments on behalf of Seller as its agent and the Servicing Records, to the extent that Seller attorney in fact. This power of attorney is permitted by law to act through a power coupled with an agentinterest and is irrevocable without Purchaser’s consent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTYPARTY FROM PURCHASER, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT.
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FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute that each of CT LEGACY MS SPV, LLC, CT XLC HOLDING, LLC, BELLEVUE C2 HOLDINGS, LLC and CNL HOTEL JV, LLC, each a GENERAL POWER OF ATTORNEY pursuant to Article 5Delaware limited liability company (collectively, Title 15 of the New York General Obligations Law: That ContiFinancial Corporation ("“Seller"”), does hereby appoint Greenwich Capital Financial Products, Inc. MXXXXX SXXXXXX ASSET FUNDING INC. ("“Buyer"”), its attorney-in-fact to act in Seller's ’s name, place and stead in any way which that Seller could do with respect to (i) completing the completion of the endorsements of the Purchased Assets, including without limitation the Mortgage Notes, Mezzanine Notes and recording instruments relating Assignments of Mortgages and any transfer documents related thereto, (ii) the recordation of the Assignments of Mortgages, (iii) the preparation and filing, in form and substance satisfactory to Buyer, of such financing statements, continuation statements, and other uniform commercial code forms, as Buyer may from time to time, reasonably consider necessary to create, perfect, and preserve Buyer’s security interest in the Purchased Assets and (iv) the enforcement of Seller’s rights under the Purchased Assets purchased by Buyer pursuant to a the Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Assets Agreement, dated as of August 9March 31, 1999 between Seller and Buyer 2011 (the "“Repurchase Agreement") ”), between Buyer and Seller, and to take such other steps as may be necessary or desirable to enforce Buyer's ’s rights under the Repurchase Agreement, and against such Purchased Assets, the related Purchased Asset Files and the Servicing Records, Records to the extent that Seller is permitted by law to act through an agent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK PURSUANT TO SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW.
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FORM OF POWER OF ATTORNEY. Notice: The powers granted This Power of Attorney is entered into this day of , 2012 (the “Closing Date”) by this document are broad and sweepingbetween , a (“Buyer”), and , a , (the “Seller”). They are Buyer, Seller and certain other parties have entered into that certain Community Pharmacy and Mail Business Purchase Agreement, dated as of February 1, 2012 (the “Agreement”). All capitalized terms not otherwise defined herein will have the respective meanings set forth in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concernedAgreement. Know All Men by These Presents, which are intended to constitute a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 In consideration of the New York General Obligations Law: That ContiFinancial Corporation Agreement, covenants and agreements therein contained, the Seller hereby grants Buyer full power and authority to use and operate under each of the Pharmacy Permits and DEA Registrations related to the Business that are listed on Schedule A ("Seller"the “Transferable Permits”), to the extent permitted by applicable law, rule or regulation and to the extent necessary to enable Buyer to conduct the Business while Buyer seeks to replace each Transferable Permit with its own license, registration, or permit (the “New Permits”). Buyer agrees to notify Seller in writing within five (5) days after receipt of each New Permit. Effective as of the Effective Time, the Seller does hereby nominate, constitute and appoint Greenwich Capital Financial Products, Inc. ("Buyer"), its attorneyBuyer as the true and lawful Attorney-in-fact to act Fact for Seller in Seller's the name, place and stead in and hereby gives and grants unto Buyer full power and authority to operate and otherwise conduct the Business with full use and enjoyment of the Transferable Permits issued to the Seller and does hereby give and grant unto Buyer full power and authority to represent to third parties said authority to execute all necessary forms and other instruments which require the use of the Transferable Permits to perform any way act which Seller could do shall be required by or be incidental to the full use and enjoyment of the Transferable Permits; provided, that this Power of Attorney shall terminate and be void and of no further force or effect immediately upon the first to occur of the following (i) ninety (90) days after the Closing Date, or (ii) with respect to an individual Transferred Permit, the issuance to Buyer (ior any of its Affiliates) completing endorsements of the applicable New Permit. In accordance with the requirements of the U.S. Drug Enforcement Administration (“DEA”), Seller acknowledges that Seller remains liable for actions taken by Buyer during the period this Power of Attorney is in effect. However, Buyer agrees to indemnify and recording instruments hold harmless Seller against any and all claims, causes of action by or liability to the DEA, any state board of pharmacy or other third parties arising from or relating to the Assets purchased by Buyer use of the Transferrable Permits or any other actions taken pursuant to a Master Repurchase Agreement Governing Purchases this Power of Attorney by Buyer, its agents or representatives. It is recognized that, from and Sales after the Effective Time, so long as said power shall be in effect, Buyer shall, without further action on the part of Assets dated the Sellers, become irrevocably vested with the power granted herein and that the Seller does hereby renounce the right to revoke this Power of Attorney or any of the power hereby confirmed upon Buyer. Seller also renounces, effective as of August 9the Effective Time, 1999 between Seller and all rights in its part to exercise the powers which Buyer (the "Repurchase Agreement") and is hereby authorized to take such other steps as may be necessary or desirable perform pursuant to enforce Buyer's rights under the Repurchase Agreement, and against such Assets, the related Asset Files and the Servicing Records, to the extent that Seller is permitted by law to act through an agent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENTthis Power of Attorney.
Appears in 1 contract
Samples: Purchase Agreement (BioScrip, Inc.)
FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute that [STARWOOD PROPERTY MORTGAGE SUB-2, L.L.C.][STARWOOD PROPERTY MORTGAGE SUB-2-A, L.L.C.], a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 of the New York General Obligations Law: That ContiFinancial Corporation Delaware limited liability company ("“Seller"”), does hereby appoint Greenwich Capital Financial ProductsXXXXX FARGO BANK, Inc. NATIONAL ASSOCIATION, a national banking association ("“Buyer"”), its attorney-in-fact to act in Seller's ’s name, place and stead in any way which that Seller could do with respect to (i) completing endorsements and recording instruments relating to the enforcement of Seller’s rights under the Purchased Assets purchased by Buyer pursuant to a the Second Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Assets Securities Contract, dated as of August 9January 27, 1999 between 2014, among Buyer, Seller and Buyer [Starwood Property Mortgage Sub-2, L.L.C.][Starwood Property Mortgage Sub-2-A, L.L.C.] (the "“Repurchase Agreement") ”), and to take such other steps as may be necessary or desirable to enforce Buyer's ’s rights under the Repurchase Agreement, and against such Assets, the related Asset Files and the Servicing Records, Purchased Assets to the extent that Seller is permitted by law to act through an agent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT.
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Samples: Master Repurchase and Securities Contract (Starwood Property Trust, Inc.)
FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute that TRMT CB Lender LLC, a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 of the New York General Obligations Law: That ContiFinancial Corporation Delaware limited liability company ("“Seller"”), does hereby appoint Greenwich Capital Financial ProductsCitibank, Inc. N.A. ("“Buyer"”), its attorney-in-fact to act in Seller's ’s name, place and stead stead, in any way which that Seller could do with respect to (i) completing the completion of the endorsements of the Purchased Assets, including without limitation the Mortgage Notes and recording instruments relating Assignments of Mortgages, and any transfer documents related thereto, (ii) the recordation of the Assignments of Mortgages, (iii) the preparation and filing, in form and substance satisfactory to Buyer, of such financing statements, continuation statements, and other uniform commercial code forms, as Buyer may from time to time, reasonably consider necessary to create, perfect, and preserve Buyer’s security interest in the Purchased Assets and (iv) upon the occurrence and during the continuance of an Event of Default, the enforcement of Seller’s rights under the Purchased Assets purchased by Buyer pursuant to a the Master Repurchase Agreement Governing Purchases and Sales of Assets Agreement, dated as of August February 9, 1999 2018 (as amended, restated, supplemented, or otherwise modified and in effect from time to time, the “Repurchase Agreement”), by and between Seller and Buyer (the "Repurchase Agreement") Buyer, and to take such other steps as may be necessary or desirable to enforce Buyer's ’s rights under the Repurchase Agreement, and against such Purchased Assets, the related Purchased Asset Files and the Servicing Records, Records to the extent that Seller is permitted by law to act through an agent. Capitalized terms used but not otherwise defined herein shall have the meanings assigned thereto in the Repurchase Agreement. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENTINSTRUMENT AND ACTED AT THE DIRECTION OF BUYER. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS WITHOUT REGARD TO THE CONFLICT OF LAWS DOCTRINE APPLIED IN SUCH STATE (OTHER THAN SECTION 1401 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK).
Appears in 1 contract
Samples: Master Repurchase Agreement (Tremont Mortgage Trust)
FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute that CT LEGACY CITI SPV, LLC, a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 of the New York General Obligations Law: That ContiFinancial Corporation Delaware limited liability company ("“Seller"”), does hereby appoint Greenwich Capital Financial ProductsCITIGROUP FINANCIAL PRODUCTS INC. and CITIGROUP GLOBAL MARKETS INC. (collectively, Inc. ("“Buyer"”), its attorney-in-fact to act in Seller's ’s name, place and stead in any way which that Seller could do with respect to (i) completing the completion of the endorsements of the Purchased Assets, including without limitation the Mortgage Notes, Mezzanine Notes and recording instruments relating Assignments of Mortgages and any transfer documents related thereto, (ii) the recordation of the Assignments of Mortgages, (iii) the preparation and filing, in form and substance satisfactory to Buyer, of such financing statements, continuation statements, and other uniform commercial code forms, as Buyer may from time to time, reasonably consider necessary to create, perfect, and preserve Buyer's security interest in the Purchased Assets and (iv) the enforcement of Seller’s rights under the Purchased Assets purchased by Buyer pursuant to a the Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Assets Agreement, dated as of August 9March 31, 1999 between Seller and Buyer 2011 (the "“Repurchase Agreement") ”), between Buyer and Seller, and to take such other steps as may be necessary or desirable to enforce Buyer's ’s rights under the Repurchase Agreement, and against such Purchased Assets, the related Purchased Asset Files and the Servicing Records, Records to the extent that Seller is permitted by law to act through an agent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK PURSUANT TO SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW.
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FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute that RAIT CRE Conduit IV, LLC, a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 limited liability company organized under the laws of the New York General Obligations Law: That ContiFinancial Corporation State of Delaware ("“Seller"”), does hereby appoint Greenwich Capital Financial Products, Inc. Barclays Bank PLC ("Buyer"“Purchaser”), its attorney-in-fact to act in Seller's ’s name, place and stead stead, upon the occurrence and during the continuance of an Event of Default, in any way which that Seller could do with respect to (i) completing the completion of the endorsements of the Purchased Assets, including without limitation the Mortgage Notes, Assignments of Mortgages and recording instruments relating Participation Certificates, and any transfer documents related thereto, (ii) the recordation of the Assignments of Mortgages, (iii) the preparation and filing, in form and substance satisfactory to Purchaser, of such financing statements, continuation statements, and other uniform commercial code forms, as Purchaser may from time to time, reasonably consider necessary to create, perfect, and preserve Purchaser’s security interest in the Purchased Assets and (iv) the enforcement of Seller’s rights under the Purchased Assets purchased by Buyer Purchaser pursuant to a the Master Repurchase Agreement Governing Purchases and Sales of Assets Agreement, dated as of August 9December 23, 1999 between Seller and Buyer 2014 (the "“Repurchase Agreement") ”), between Purchaser and Seller, and to take such other steps as may be necessary or desirable to enforce Buyer's Purchaser’s rights under the Repurchase Agreement, and against such Purchased Assets, the related Purchased Asset Files and the Servicing Records, Records to the extent that Seller is permitted by law to act through an agent. Capitalized terms used but not otherwise defined herein shall have the meanings assigned thereto in the Repurchase Agreement. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS WITHOUT REGARD TO THE CONFLICT OF LAWS DOCTRINE APPLIED IN SUCH STATE (OTHER THAN SECTION 5-140 1 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK).
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FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 of the New York General Obligations Law: That ContiFinancial that Aames Capital Corporation ("Seller"), does hereby appoint Greenwich Capital Financial ProductsLehman Brothers Bank, Inc. FSB ("Buyer"), its attorney-in-fact to act in Sellerxx Xxxler's name, place and stead in any way which Seller could do with respect to (i) completing the completion of the endorsements of the Mortgage Notes and recording instruments relating to the Assets Assignments of Mortgages, (ii) the recordation of the assignments of Mortgages and (iii) the enforcement of the Seller's rights under the Mortgage Loans purchased by Buyer pursuant to a Second Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Assets Mortgage Loans dated as of August 9December __, 1999 2000 between Seller and Buyer (the "Repurchase Agreement") and to take such other steps as may be necessary or desirable to enforce Buyer's rights under the Repurchase Agreement, and against such AssetsMortgage Loans, the related Asset Mortgage Files and the Servicing Records, Records to the extent that Seller is permitted by law to act through an agent. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT.
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Samples: Master Repurchase Agreement (Aames Financial Corp/De)
FORM OF POWER OF ATTORNEY. Notice: The powers granted by this document are broad and sweeping. They are defined in New York General Obligations Law, Article 5, Title 15, sections 5-1502A through 51503, which expressly permits the use of any other different form of power of attorney desired by the parties concerned. Know All Men by These Presents, which are intended to constitute that [BSPRT BB Float, LLC][BSPRT BB Fixed, LLC], a GENERAL POWER OF ATTORNEY pursuant to Article 5, Title 15 of the New York General Obligations Law: That ContiFinancial Corporation Delaware limited liability company ("“Seller"”), does hereby appoint Greenwich Capital Financial Products, Inc. Barclays Bank PLC ("Buyer"“Purchaser”), its attorney-in-fact to act in Seller's ’s name, place and stead in any way which that Seller could do with respect to (i) completing the completion of the endorsements of the Purchased Assets, including without limitation the Promissory Notes, Assignments of Mortgages and recording instruments relating Participation Certificates, and any transfer documents related thereto, (ii) the recordation of the Assignments of Mortgages, (iii) the preparation and filing, in form and substance satisfactory to Purchaser, of such financing statements, continuation statements, and other uniform commercial code forms, as Purchaser may from time to time, reasonably consider necessary to create, perfect, and preserve Purchaser’s security interest in the Purchased Assets and (iv) the enforcement of Seller’s rights under the Purchased Assets purchased by Buyer Purchaser pursuant to a the Master Repurchase Agreement Governing Purchases and Sales of Assets Agreement, dated as of August 9March 15, 1999 between Seller 2019 (as amended, restated, supplemented, or otherwise modified and Buyer (in effect from time to time, the "“Repurchase Agreement") ”), by and among Purchaser, [BSPRT BB Float, LLC][Seller] and [BSPRT BB Fixed, LLC][Seller], and to take such other steps as may be necessary or desirable to enforce Buyer's Purchaser’s rights under the Repurchase Agreement, and against such Purchased Assets, the related Purchased Asset Files and the Servicing Records, Records to the extent that Seller is permitted by law to act through an agent. Capitalized terms used but not otherwise defined herein shall have the meanings assigned thereto in the Repurchase Agreement. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER'S LEGAL REPRESENTATIVES AND ’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT. THIS POWER OF ATTORNEY SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS WITHOUT REGARD TO THE CONFLICT OF LAWS DOCTRINE APPLIED IN SUCH STATE (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK).
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Samples: Master Repurchase Agreement (Benefit Street Partners Realty Trust, Inc.)