Common use of Quebec Security Clause in Contracts

Quebec Security. Without limiting the powers of the Agent, for the purposes of holding any hypothec granted to the Attorney (as defined below) pursuant to the laws of the Province of Québec to secure the prompt payment and performance of any and all Obligations by any Loan Party, each of the Lenders and Bank Product Providers hereby irrevocably appoints and authorizes the Agent and, to the extent necessary, ratifies the appointment and authorization of the Agent, to act as the hypothecary representative of the creditors as contemplated under Article 2692 of the Civil Code of Québec (in such capacity, the “Attorney”), and to enter into, to take and to hold on their behalf, and for their benefit, any hypothec, and to exercise such powers and duties that are conferred upon the Attorney under any related deed of hypothec. The Attorney shall: (a) have the sole and exclusive right and authority to exercise, except as may be otherwise specifically restricted by the terms hereof, all rights and remedies given to the Attorney pursuant to any such deed of hypothec and applicable law, and (b) benefit from and be subject to all provisions hereof with respect to the Agent mutatis mutandis, including, without limitation, all such provisions with respect to the liability or responsibility to and indemnification by the Lenders and Bank Product Providers and Loan Parties. Any person who becomes a Lender or Bank Product Provider shall, by its execution of an Assignment and Acceptance, be deemed to have consented to and confirmed the Attorney as the person acting as hypothecary representative holding the aforesaid hypothecs as aforesaid and to have ratified, as of the date it becomes a Lender or Bank Product Provider, all actions taken by the Attorney in such capacity. The substitution of the Agent pursuant to the provisions of this Section 15.18 also constitute the substitution of the Attorney.

Quebec Security. Without limiting the powers of the Agent, for For the purposes of holding any hypothec security granted to the Attorney (as defined below) by Borrowers or any other Loan Party pursuant to the laws of the Province of Québec Quebec to secure the prompt payment and performance of any and all Obligations bond issued by Borrowers or any Loan Party, each of the Lenders Lender and Issuing Bank Product Providers hereby irrevocably appoints and authorizes the Agent and, to the extent necessary, ratifies the appointment and authorization of the Agent, Agent to act as the hypothecary representative person holding the power of attorney (i.e. “fondé de pouvoir”) (in such capacity, the “Attorney”) of the creditors Secured Parties as contemplated under Article 2692 of the Civil Code of Québec (in such capacity, the “Attorney”)Québec, and to enter into, to take and to hold on their its behalf, and for their its benefit, any hypothec, and to exercise such powers and duties that are conferred upon the Attorney under any related deed of hypothec. The Moreover, without prejudice to such appointment and authorization to act as the person holding the power of attorney as aforesaid, each Secured Party hereby irrevocably appoints and authorizes Agent (in such capacity, the “Custodian”) to act as agent and custodian for and on behalf of the Lenders and Issuing Bank to hold and be the sole registered holder of any bond which may be issued under any hypothec, the whole notwithstanding Section 32 of An Act respecting the special powers of legal persons (Quebec) or any other applicable law, and to execute for and on behalf of each Lender and Issuing Bank all related documents. Each of the Attorney and the Custodian shall: (a) have the sole and exclusive right and authority to exercise, except as may be otherwise specifically restricted by the terms hereof, all rights and remedies given to the Attorney and the Custodian (as applicable) pursuant to any such deed of hypothec and hypothec, bond, pledge, applicable lawlaws or otherwise, and (b) benefit from and be subject to all provisions hereof with respect to the Agent mutatis mutandis, including, without limitation, all such provisions with respect to the liability or responsibility to and indemnification by the Lenders Lenders, and Bank Product Providers (c) be entitled to delegate from time to time any of its powers or duties under any hypothec, bond, or pledge on such terms and Loan Partiesconditions as it may determine from time to time. Any person who becomes a Lender or Bank Product Provider shall, by its execution of an Assignment and AcceptanceAcceptance Agreement, be deemed to have consented to and confirmed confirmed: (i) the Attorney as the person acting as hypothecary representative holding the aforesaid hypothecs power of attorney as aforesaid and to have ratified, as of the date it becomes a Lender or Bank Product ProviderLender, all actions taken by the Attorney in such capacity, and (ii) the Custodian as the agent and custodian as aforesaid and to have ratified, as of the date it becomes a Lender, all actions taken by the Custodian in such capacity. The substitution of the Agent pursuant to the provisions of this Section 15.18 13 shall also constitute the substitution of the AttorneyAttorney and the Custodian.

Quebec Security. Without (a) For greater certainty, and without limiting the powers of the Agent, for the purposes of holding any hypothec granted to the Attorney (as defined below) pursuant to the laws of the Province of Québec Quebec to secure the prompt payment and performance of any and all Obligations by any Loan Party, each of the Lenders and Bank Product Providers Secured Parties hereby irrevocably appoints and authorizes the Agent and, to the extent necessary, ratifies the appointment and authorization of the Agent, to act as the hypothecary representative of the present and future creditors as contemplated under Article 2692 of the Civil Code of Québec Quebec (in such capacity, the “Attorney”), and to enter into, to take and to hold on their behalf, and for their benefit, any hypothec, and to exercise such powers and duties that are conferred upon the Attorney under any related deed of hypothec. The Attorney shall: (ai) have the sole and exclusive right and authority to exercise, except as may be otherwise specifically restricted by the terms hereof, all rights and remedies given to the Attorney pursuant to any such deed of hypothec and applicable law, and (bii) benefit from and be subject to all provisions hereof with respect to the Agent mutatis mutandis, including, without limitation, all such provisions with respect to the liability or responsibility to and indemnification by the Lenders Secured Parties and Bank Product Providers and the Loan Parties. Any person who becomes a Lender or Bank Product Provider Secured Party shall, by its execution of an Assignment and AcceptanceAssumption, be deemed to have consented to and confirmed the Attorney as the person acting as hypothecary representative holding the aforesaid hypothecs as aforesaid and to have ratified, as of the date it becomes a Lender or Bank Product ProviderSecured Party, all actions taken by the Attorney in such capacity. The substitution of the Agent pursuant to the provisions of this Section 15.18 8 also constitute constitutes the substitution of the Attorney. (b) The Agent acting as the Attorney shall have the same rights, powers, immunities, indemnities and exclusions from liability as are prescribed in favor of the Agent in this Agreement, which shall apply mutatis mutandis to the Agent acting as the Attorney.