Common use of Quebec Security Clause in Contracts

Quebec Security. For greater certainty, and without limiting the powers of the Administrative Agent, the Collateral Agent or any other Person acting as an agent or mandatary for the Administrative Agent or the Collateral Agent hereunder or under any of the other Loan Documents, the Borrower hereby acknowledges that, for purposes of holding any security granted by the Borrower or any other Loan Party on property pursuant to the laws of the Province of Quebec to secure obligations of the Borrower or any other Loan Party under any bond or debenture, Xxxxxx Xxxxxxx Senior Funding, Inc. shall be the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) for all present and future Secured Parties and in particular for all present and future holders of any such bond or debenture. Each Lender hereby irrevocably constitutes, to the extent necessary, Xxxxxx Xxxxxxx Senior Funding, Inc. as the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) in order to hold security granted by the Borrower or any other Loan Party in the Province of Quebec to secure the obligations of the Borrower or any other Loan Party under any bond or debenture issued by the Borrower or any other Loan Party. Each assignee of a Lender shall be deemed to have confirmed and ratified the constitution of Xxxxxx Xxxxxxx Senior Funding, Inc. as the holder of such irrevocable power of attorney (fondé de pouvoir) by execution of an Assignment and Assumption or any other document pursuant to which they become a party to this Agreement. Notwithstanding the provisions of section 32 of the An Act respecting the special powers of legal persons (Quebec), Xxxxxx Xxxxxxx Senior Funding, Inc. may acquire and be the holder of any bond or debenture. The Borrower hereby acknowledges that such bond or debenture constitutes a title of indebtedness, as such term is used in Article 2692 of the Civil Code of Quebec. The execution by Xxxxxx Xxxxxxx Senior Funding, Inc. as fondé de pouvoir of any deeds of hypothec or other documents prior to the date hereof is hereby ratified and confirmed. Each Lender and the Borrower also agree that the each of the Administrative Agent and the Collateral Agent may hold any bond or debenture issued by the Borrower or any other Loan Party, including as named bondholder or debentureholder or as the Person holding on behalf of the Lenders, in accordance with Article 2705 of the Civil Code of Quebec, any bond or debenture pledged in favour of the Lenders. Xxxxxx Xxxxxxx Senior Funding, Inc. acting as fondé de pouvoir shall have the same rights, powers, immunities, indemnities and exclusions from liability as are prescribed in favour of the Administrative Agent and/or the Collateral Agent in this Agreement, which shall apply mutatis mutandis to Xxxxxx Xxxxxxx Senior Funding, Inc. acting as fondé de pouvoir. Without limitation, the provisions of Section 9.06 shall apply mutatis mutandis to the resignation and appointment of a successor to Xxxxxx Xxxxxxx Senior Funding, Inc. acting as fondé de pouvoir.

Quebec Security. For greater certainty, and without limiting the powers of the Administrative Agent, the Collateral Agent or any other Person acting as an agent or mandatary for the Administrative Agent or the Collateral Agent hereunder or under any of the other Loan Documents, the Borrower hereby acknowledges that, for purposes of holding any security granted by the Borrower or any Subsidiary or other Loan Credit Party on property pursuant to the laws of the Province of Quebec to secure obligations of the Borrower or any Subsidiary or other Loan Credit Party under any bond or debenture, Xxxxxx Xxxxxxx Senior Funding, CIBC Asset-Based Lending Inc. shall be the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) for all present and future Secured Parties Lenders and Issuing Banks and in particular for all present and future holders of any such bond or debenture. Each Lender and Issuing Bank hereby irrevocably constitutes, to the extent necessary, Xxxxxx Xxxxxxx Senior Funding, CIBC Asset-Based Lending Inc. as the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) in order to hold security granted by the Borrower or any Subsidiary or other Loan Credit Party in the Province of Quebec to secure the obligations of the Borrower or any Subsidiary or other Loan Credit Party under any bond or debenture issued by the Borrower or any other Loan Partydebenture. Each assignee of a Lender or Issuing Bank shall be deemed to have confirmed and ratified the constitution of Xxxxxx Xxxxxxx Senior Funding, CIBC Asset-Based Lending Inc. as the holder of such irrevocable power of attorney (fondé de pouvoir) by execution of an Assignment and Assumption or any other document pursuant to which they become a party to this Agreement. Notwithstanding the provisions of section 32 of the An Act respecting the special powers of legal persons (Quebec), Xxxxxx Xxxxxxx Senior Funding, CIBC Asset-Based Lending Inc. may acquire and be the holder of any bond or debenture. The Borrower hereby acknowledges that such bond or debenture constitutes a title of indebtedness, as such term is used in Article 2692 of the Civil Code of Quebec. The execution by Xxxxxx Xxxxxxx Senior Funding, CIBC Asset-Based Lending Inc. as fondé de pouvoir of any deeds of hypothec or other documents prior to the date hereof is hereby ratified and confirmed. Each Lender and the Borrower Issuing Bank also agree that the each of the Administrative Agent and the Collateral Agent may hold any bond or debenture issued by the Borrower Borrower, any Subsidiary or any other Loan Credit Party, including as named bondholder or debentureholder or as the Person holding pledge on their behalf of the Lenders, in accordance with Article 2705 of the Civil Code of Quebec, any bond or debenture pledged in favour of the Lenders. Xxxxxx Xxxxxxx Senior Funding, CIBC Asset-Based Lending Inc. acting as fondé de pouvoir shall have the same rights, powers, immunities, indemnities and exclusions from liability as are prescribed in favour of the Administrative Agent and/or the Collateral Agent in this Agreement, which shall apply mutatis mutandis to Xxxxxx Xxxxxxx Senior Funding, CIBC Asset-Based Lending Inc. acting as fondé de pouvoir. Without limitation, the provisions of this Section 9.06 8.16 shall apply mutatis mutandis to the resignation and appointment of a successor to Xxxxxx Xxxxxxx Senior Funding, CIBC Asset-Based Lending Inc. acting as fondé de pouvoir.

Quebec Security. For greater certainty, and without limiting the powers of the Administrative Agent or the Collateral Agent, the Collateral Agent or any other Person acting as an agent or mandatary for the Administrative Agent or the Collateral Agent such agents hereunder or under any of the other Loan Financing Documents, the Borrower and the Parent hereby acknowledges acknowledge that, for purposes of holding any security granted by the Borrower or any other Loan Credit Party on property pursuant to the laws Laws of the Province of Quebec to secure obligations of the Borrower or any other Loan Credit Party under any bond issued by the Borrower or debentureany other Credit Party, Xxxxxx Xxxxxxx Senior Funding, Inc. the Collateral Agent shall be the holder of an irrevocable power of attorney (fondé fonde de pouvoir) (pouvoir within the meaning of Article 2692 of the Civil Code of Quebec) for for: (i) all present and future Secured Parties Lenders (including the Issuing Bank and in particular for all present and future holders any Affiliate of the Issuing Bank that issues Letters of Credit); (ii) any Affiliate of any such bond Lender that may from time to time enter into Swap Agreements with the Borrower, and (iii) any Lender or debenturePerson that makes available to the Borrower Permitted Additional Exit Facility Debt. Each Lender Lender, for itself and on behalf of any of its Affiliates that enter into Swap Agreements with the Borrower, the Issuing Bank (and any Affiliate of the Issuing Bank that issues Letters of Credit) and any Person (including any Lender) that makes available to the Borrower Permitted Additional Exit Facility Debt, hereby (i) irrevocably constitutes, to the extent necessary, Xxxxxx Xxxxxxx Senior Funding, Inc. necessary the Collateral Agent as the holder of an irrevocable power of attorney (fondé fonde de pouvoir) (pouvoir within the meaning of Article 2692 of the Civil Code of Quebec) in order to hold hypothecs and security granted by the Borrower or any other Loan Credit Party in on property pursuant to the Laws of the Province of Quebec to secure the obligations of the Borrower or any other Loan Credit Party under any bond or debenture issued by the Borrower or any other Loan Credit Party; and (ii) appoints and agrees that the Administrative Agent may act as the bondholder and mandatary with respect to any bond that may be issued and pledged from time to time for the benefit of the Lenders, the Persons that make available Permitted Additional Exit Facility Debt, the Issuing Bank and any Affiliate of the Issuing Bank that issues Letters of Credit and any Affiliates of the Lenders that enter into Swap Agreements. Each assignee of a Lender shall be deemed to have confirmed and ratified the The constitution of Xxxxxx Xxxxxxx Senior Funding, Inc. the Collateral Agent as the holder of such irrevocable power of attorney (fondé fonde de pouvoir) by execution of an Assignment and Assumption or any other document pursuant to which they become a party to this Agreement. Notwithstanding the provisions of section 32 of the An Act respecting the special powers of legal persons (Quebec), Xxxxxx Xxxxxxx Senior Funding, Inc. may acquire and be the holder of any bond or debenture. The Borrower hereby acknowledges that such bond or debenture constitutes a title of indebtedness, as such term is used in Article 2692 of the Civil Code of Quebec. The execution by Xxxxxx Xxxxxxx Senior Funding, Inc. as fondé de pouvoir of any deeds of hypothec or other documents prior to the date hereof is hereby ratified and confirmed. Each Lender and the Borrower also agree that the each of the Administrative Agent as bondholder and the Collateral Agent may hold mandatary with respect to any bond or debenture that may be issued by and pledged from time to time for the Borrower or any other Loan Party, including as named bondholder or debentureholder or as the Person holding on behalf benefit of the Lenders, in accordance with Article 2705 the Persons that make available Permitted Additional Exit Facility Debt, the Issuing Bank and any Affiliate of the Civil Code Issuing Bank that issues Letters of Quebec, Credit and any bond or debenture pledged in favour Affiliates of the Lenders. Xxxxxx Xxxxxxx Senior Funding, Inc. acting Lenders that enter into Swap Agreements shall be deemed to have been ratified and confirmed as fondé de pouvoir shall have the same rights, powers, immunities, indemnities and exclusions from liability as are prescribed in favour of the Administrative Agent and/or the Collateral Agent in this Agreement, which shall apply mutatis mutandis to Xxxxxx Xxxxxxx Senior Funding, Inc. acting as fondé de pouvoir. Without limitation, the provisions of Section 9.06 shall apply mutatis mutandis to the resignation and appointment of a successor to Xxxxxx Xxxxxxx Senior Funding, Inc. acting as fondé de pouvoir.follows:

Quebec Security. For greater certainty, and without limiting the powers of the Administrative Agent, the Collateral Agent or any other Person acting as an agent or mandatary for the Administrative Agent or the Collateral Agent hereunder or under any of the other Loan Documents, the Borrower hereby acknowledges that, for purposes of holding any security granted by the Borrower or any other Loan Party on property pursuant to the laws of the Province of Quebec to secure obligations of the Borrower or any other Loan Party under any bond or debenture, Xxxxxx Xxxxxxx Senior FundingJPMorgan Chase Bank, Inc. N.A. shall be the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) for all present and future Secured Parties and in particular for all present and future holders of any such bond or debenture. Each Lender hereby irrevocably constitutes, to the extent necessary, Xxxxxx Xxxxxxx Senior FundingJPMorgan Chase Bank, Inc. N.A. as the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) in order to hold security granted by the Borrower or any other Loan Party in the Province of Quebec to secure the obligations of the Borrower or any other Loan Party under any bond or debenture issued by the Borrower or any other Loan Party. Each assignee of a Lender shall be deemed to have confirmed and ratified the constitution of Xxxxxx Xxxxxxx Senior FundingJPMorgan Chase Bank, Inc. N.A. as the holder of such irrevocable power of attorney (fondé de pouvoir) by execution of an Assignment and Assumption or any other document pursuant to which they become a party to this Agreement. Each Secured Swap Counterparty or Banking Services Provider that is not a party to this Agreement shall be deemed to have confirmed and ratified the constitution of JPMorgan Chase Bank, N.A. as the holder of such irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) by entering into a Swap Contract or a Banking Services Agreement. Notwithstanding the provisions of section 32 of the An Act respecting the special powers of legal persons (Quebec), Xxxxxx Xxxxxxx Senior FundingJPMorgan Chase Bank, Inc. N.A. may acquire and be the holder of any bond or debenture. The Borrower hereby acknowledges that such bond or debenture constitutes a title of indebtedness, as such term is used in Article 2692 of the Civil Code of Quebec. The execution by Xxxxxx Xxxxxxx Senior FundingJPMorgan Chase Bank, Inc. N.A. as fondé de pouvoir of any deeds of hypothec or other documents prior to the date hereof is hereby ratified and confirmed. Each Lender and the Borrower also agree that the each of the Administrative Agent and the Collateral Agent may hold any bond or debenture issued by the Borrower or any other Loan Party, including as named bondholder or debentureholder or as the Person holding on behalf of the Lenders, the Secured Swap Counterparties and the Banking Services Providers, in accordance with Article 2705 of the Civil Code of Quebec, any bond or debenture pledged in favour of the Lenders, the Secured Swap Counterparties and the Banking Services Providers. Xxxxxx Xxxxxxx Senior FundingJPMorgan Chase Bank, Inc. N.A. acting as fondé de pouvoir shall have the same rights, powers, immunities, indemnities and exclusions from liability as are prescribed in favour of the Administrative Agent and/or the Collateral Agent in this Agreement, which shall apply mutatis mutandis to Xxxxxx Xxxxxxx Senior FundingJPMorgan Chase Bank, Inc. N.A. acting as fondé de pouvoir. Without limitation, the provisions of Section 9.06 shall apply mutatis mutandis to the resignation and appointment of a successor to Xxxxxx Xxxxxxx Senior FundingJPMorgan Chase Bank, Inc. N.A. acting as fondé de pouvoir.

Quebec Security. For greater certainty, and without limiting the powers of the Administrative Agent, the Collateral Agent or any other Person acting as an agent or mandatary for the Administrative Agent or the Collateral Agent hereunder or under any of the other Loan Documents, the Borrower each Credit Party hereby acknowledges that, for purposes of holding any security granted by the Borrower or any other Loan Credit Party on property pursuant to the laws of the Province of Quebec to secure obligations of the Borrower or any other Loan a Credit Party under any debenture, bond or debentureother title of indebtedness issued by a Credit Party, Xxxxxx Xxxxxxx Senior Funding, Inc. the Administrative Agent shall be the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) for all present and future Secured Parties Parties, and in particular for all present and future holders of any such debenture, bond or debentureother title of indebtedness issued by a Credit Party. Each Lender Secured Party hereby irrevocably constitutes, to the extent necessary, Xxxxxx Xxxxxxx Senior Funding, Inc. the Administrative Agent as the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) in order to hold security granted by the Borrower or any other Loan Credit Party in the Province of Quebec to secure the obligations of the Borrower or any other Loan such Credit Party under any debenture, bond or debenture other title of indebtedness that may be issued by a Credit Party and pledged in favour of the Borrower or any other Loan PartyAdministrative Agent for the benefit of the Secured Parties. Each assignee of a Lender, Lender Affiliate, or Swap Bank shall be deemed to have confirmed and ratified the constitution of Xxxxxx Xxxxxxx Senior Funding, Inc. the Administrative Agent as the holder of such irrevocable power of attorney (fondé de pouvoir) by execution of an Assignment and Assumption or any other document pursuant Assumption. Each assignee of an Issuing Bank shall be deemed to which they become a party have confirmed and ratified the constitution of the Administrative Agent as the holder of such irrevocable power of attorney (fondé de pouvoir) by the execution of the assignment agreement contemplated in Section 2.19(i) hereof. The execution by the Administrative Agent, acting as fondé de pouvoir and mandatary, prior to this Agreement, of any deeds of hypothec or other security documents is hereby ratified and confirmed. Notwithstanding the provisions of section Section 32 of the An Act respecting the special powers of legal persons (Quebec), Xxxxxx Xxxxxxx Senior Funding, Inc. the Administrative Agent may acquire and be the holder of any debenture, bond or debentureother title of indebtedness issued under any deed of hypothec and issue of bonds executed by any Credit Party in favour of the Administrative Agent as fondé de pouvoir. The Borrower Each Credit Party hereby acknowledges that such debenture or bond or debenture constitutes a title of indebtedness, as such term is used in Article 2692 of the Civil Code of Quebec. The execution by Xxxxxx Xxxxxxx Senior FundingAdministrative Agent, Inc. acting as holding of an irrevocable power of attorney (fondé de pouvoir of any deeds of hypothec or other documents prior to the date hereof is hereby ratified and confirmed. Each Lender and the Borrower also agree that the each of the Administrative Agent and the Collateral Agent may hold any bond or debenture issued by the Borrower or any other Loan Partypouvoir), including as named bondholder or debentureholder or as the Person holding on behalf of the Lenders, in accordance with Article 2705 of the Civil Code of Quebec, any bond or debenture pledged in favour of the Lenders. Xxxxxx Xxxxxxx Senior Funding, Inc. acting as fondé de pouvoir shall have the same rights, powers, immunities, indemnities and exclusions from liability as are prescribed in favour of the Administrative Agent and/or in the Collateral Agent in this Agreement, which shall apply mutatis mutandis to Xxxxxx Xxxxxxx Senior Funding, Inc. acting as fondé de pouvoirmutandis. Without limitation, the provisions of Section 9.06 8.9 of this Agreement shall apply mutatis mutandis to the resignation and appointment of a successor to Xxxxxx Xxxxxxx Senior FundingAdministrative Agent, Inc. acting as the holder of an irrevocable power of attorney (fondé de pouvoir).