Common use of Safekeeping of Drafts and Power of Attorney Clause in Contracts

Safekeeping of Drafts and Power of Attorney. (A) The BA Lenders agree that, in respect of the safekeeping of executed drafts of the Canadian Borrower which are delivered to them for acceptance hereunder, they shall exercise the same degree of care that the BA Lenders give to their own property, provided that the BA Lenders shall not be deemed to be insurers thereof. (B) To facilitate availment of Bankers’ Acceptances, the Canadian Borrower hereby appoints each BA Lender as its attorney to sign and endorse on its behalf (in accordance with a Notice of Borrowing or Notice of Conversion/Extension relating to Bankers’ Acceptances) in handwriting or by facsimile or mechanical signature, as and when deemed necessary by such BA Lender, blank forms of Bankers’ Acceptances in the form required by the applicable BA Lender. The Canadian Borrower recognizes and agrees that all Bankers’ Acceptances so signed or endorsed on its behalf by a BA Lender shall bind the Canadian Borrower as fully and effectually as if signed in the handwriting of and duly issued by the proper signing officers of the Canadian Borrower. The BA Lenders are hereby authorized (in accordance with a Notice of Borrowing or Notice of Conversion/Extension relating to Bankers’ Acceptances) to issue such Bankers’ Acceptances endorsed in blank in such face amounts as may be determined by them; provided that the aggregate amount thereof does not exceed the aggregate amount of Bankers’ Acceptances required to be accepted and purchased by such BA Lenders. Each BA Lender shall not be liable for any damage, loss or other claim arising by reason of any loss or improper use of any such instrument except the gross negligence or willful misconduct of the applicable BA Lender or its officers, employees, agents or representatives. The applicable BA Lender shall maintain a record with respect to Bankers’ Acceptances (a) received by it in blank hereunder, (b) voided by it for any reason, (c) accepted and purchased by it hereunder and (d) cancelled at their respective maturities.

Safekeeping of Drafts and Power of Attorney. (A) The BA Lenders agree that, in respect of the safekeeping of executed drafts of the Canadian Borrower which are delivered to them for acceptance hereunder, they shall exercise the same degree of care that the BA Lenders give to their own property, provided that the BA Lenders shall not be deemed to be insurers thereof. (B) To facilitate availment of Bankers’ ' Acceptances, the Canadian Borrower hereby appoints each BA Lender as its attorney to sign and endorse on its behalf (in accordance with a Notice of Borrowing or Notice of Conversion/Extension relating to Bankers’ ' Acceptances) in handwriting or by facsimile or mechanical signature, as and when deemed necessary by such BA Lender, blank forms of Bankers’ ' Acceptances in the form required by the applicable BA Lender. The Canadian Borrower recognizes and agrees that all Bankers’ ' Acceptances so signed or endorsed on its behalf by the a BA Lender shall bind the Canadian Borrower as fully and effectually as if signed in the handwriting of and duly issued by the proper signing officers of the Canadian Borrower. The BA Lenders are hereby authorized (in accordance with a Notice of Borrowing or Notice of Conversion/Extension relating to Bankers’ ' Acceptances) to issue such Bankers’ ' Acceptances endorsed in blank in such face amounts as may be determined by them; provided that the aggregate amount thereof does not exceed the aggregate amount of Bankers’ ' Acceptances required to be accepted and purchased by such BA Lenders. Each BA Lender shall not be liable for any damage, loss or other claim arising by reason of any loss or improper use of any such instrument except the gross negligence or willful misconduct of the applicable BA Lender or its officers, employees, agents or representatives. The applicable BA Lender shall maintain a record with respect to Bankers’ ' Acceptances (a) received by it in blank hereunder, (b) voided by it for any reason, (c) accepted and purchased by it hereunder and (d) cancelled at their respective maturities.

Safekeeping of Drafts and Power of Attorney. (A) The BA Lenders agree that, in respect of the safekeeping of executed drafts of the Canadian Borrower which are delivered to them for acceptance hereunder, they shall exercise the same degree of care that the BA Lenders give to their own property, provided that the BA Lenders shall not be deemed to be insurers thereof. (B) To facilitate availment of Bankers’ Acceptances, the Canadian Borrower hereby appoints each BA Lender as its attorney to sign and endorse on its behalf (in accordance with a Loan Notice of Borrowing or Notice of Conversion/Extension relating to Bankers’ Acceptances) in handwriting or by facsimile or mechanical signature, as and when deemed necessary by such BA Lender, blank forms of Bankers’ Acceptances in the form required by the applicable BA Lender. The Canadian Borrower recognizes and agrees that all Bankers’ Acceptances so signed or endorsed on its behalf by the a BA Lender shall bind the Canadian Borrower as fully and effectually as if signed in the handwriting of and duly issued by the proper signing officers of the Canadian Borrower. The BA Lenders are hereby authorized (in accordance with a Loan Notice of Borrowing or Notice of Conversion/Extension relating to Bankers’ Acceptances) to issue such Bankers’ Acceptances endorsed in blank in such face amounts as may be determined by them; provided that the aggregate amount thereof does not exceed the aggregate amount of Bankers’ Acceptances required to be accepted and purchased by such BA Lenders. Each BA Lender shall not be liable for any damage, loss or other claim arising by reason of any loss or improper use of any such instrument except the gross negligence or willful misconduct of the applicable BA Lender or its officers, employees, agents or representatives. The applicable BA Lender shall maintain a record with respect to Bankers’ Acceptances (a) received by it in blank hereunder, (b) voided by it for any reason, (c) accepted and purchased by it hereunder and (d) cancelled at their respective maturities.

Safekeeping of Drafts and Power of Attorney. (A) The BA Lenders and Acceptance Lenders agree that, in respect of the safekeeping of executed drafts of the Canadian Borrower Borrowers which are delivered to them for acceptance as Bankers’ Acceptances hereunder, they shall exercise the same reasonable degree of care that which the BA Lenders and Acceptance Lenders give to their own property, provided that the BA Lenders and Acceptance Lenders shall not be deemed to be insurers thereof. (B) To facilitate availment of Bankers’ AcceptancesAcceptances and Acceptance Notes, the Canadian Borrower Borrowers hereby appoints each appoint the applicable BA Lender or Acceptance Lender, as the case may be, as its attorney to sign and endorse on its behalf (in accordance with a Funding Notice of Borrowing or Notice of Conversion/Extension Continuation Notice relating to Bankers’ AcceptancesAcceptances or Acceptance Notes) in handwriting or by facsimile or mechanical signature, signature as and when deemed necessary by such BA LenderCanadian Agent, blank forms of Bankers’ Acceptances or Acceptance Notes in the form required by the applicable BA Lender or Acceptance Lender, as the case may be, which appointment is made for consideration and coupled with an interest. The Canadian Borrower recognizes Borrowers recognize and agrees agree that all Bankers’ Acceptances and Acceptance Notes so signed or endorsed on its behalf by a the applicable BA Lender or Acceptance Lender, as the case may be, shall bind the Canadian Borrower Borrowers as fully and effectually as if signed in the handwriting of and duly issued by the proper signing officers of the Canadian BorrowerBorrowers. The BA Lenders and Acceptance Lenders are hereby authorized (in accordance with a Funding Notice of Borrowing or Notice of Conversion/Extension Continuation Notice relating to Bankers’ AcceptancesAcceptances or Acceptance Notes) to issue such Bankers’ Acceptances or Acceptance Notes endorsed in blank in such face amounts as may be determined by them; provided that the aggregate amount thereof does not exceed is equal to the aggregate amount of Bankers’ Acceptances or Acceptance Notes required to be accepted and purchased by such BA LendersLenders or Acceptance Lender, as the case may be. Each The applicable BA Lender or Acceptance Lender shall not be liable for any damage, loss or other claim arising by reason of any loss or improper use of any such instrument except to the extent attributable to the gross negligence or willful misconduct of the applicable BA Lender or its Acceptance Lender or their officers, employees, agents or representatives. The applicable BA Lender or Acceptance Lender shall maintain a record with respect to Bankers’ Acceptances or Acceptance Notes, as the case may be, (a) received by it in blank hereunder, (b) voided by it for any reason, (c) accepted and purchased by it hereunder hereunder, and (d) cancelled at their respective maturities.