Security Trustee Appointed Attorney-in-Fact. The Grantor hereby irrevocably appoints the Security Trustee as the Grantor's attorney-in-fact, with full authority in the name, place and stead of the Grantor, from time to time in the Security Trustee's discretion, should an Event of Default (as such term is defined in the Credit Agreement) have occurred and be continuing to take any action and to execute any document which the Security Trustee may deem necessary or advisable to accomplish the purposes of this Agreement, including, without limitation:
Security Trustee Appointed Attorney-in-Fact. (a) Each Pledgor hereby irrevocably appoints (which appointment is coupled with an interest) the Security Trustee (acting through its employees, attorneys, and/or agents) as such Pledgor’s attorney-in-fact, with full power of substitution and with full authority in the place and stead of Pledgor and in its name or otherwise, from time to time in the Security Trustee’s discretion, to sign, execute, seal and deliver and otherwise perfect any further security document or notice reasonably required to secure the Secured Obligations or to perfect the security intended to be created hereunder over the Pledged Collateral or any part thereof or, on or after the Enforcement Date, to take any action and to execute any instrument which the Security Trustee may deem reasonably necessary or advisable to accomplish the purposes of this Pledge Agreement; provided, that the Security Trustee shall be under no obligation to take any action hereunder and, absent gross negligence and wilful misconduct, the Security Trustee shall have no liability or responsibility for any action taken or omission with respect thereto.
Security Trustee Appointed Attorney-in-Fact. Each Grantor hereby irrevocably appoints the Security Trustee by way of security such Grantor’s attorney-in-fact, with full authority in the place and stead of such Grantor and in the name of such Grantor or otherwise, following the delivery of a Default Notice (and so long as such Default Notice shall not have been rescinded and annulled as set forth in Section 4.02 of the Indenture), but not prior to the expiration of any Cure Period under the Indenture, or during the continuation of an Acceleration Default, to take any action and to execute any instrument that the Security Trustee may deem necessary, advisable or desirable to accomplish the purposes of this Agreement or any other Related Document, including:
Security Trustee Appointed Attorney-in-Fact. (a) To effectuate the terms and provisions hereof, Pledgor hereby appoints Security Trustee as Pledgor’s attorney-in-fact for the purpose, from and after the occurrence and during the continuance of an Acceleration Event, but in each case, subject to any limitation or prohibition contained in, and to compliance with, the Permitted Restrictions, of carrying out the provisions of this Pledge Agreement and taking any action and executing any instrument that Security Trustee from time to time in Security Trustee’s reasonable discretion may deem necessary or advisable to accomplish the purposes of this Pledge Agreement. Without limiting the generality of the foregoing, Security Trustee shall, from and after the occurrence and during the continuance of an Acceleration Event, and subject to any limitation or prohibition contained in, and to compliance with, the Permitted Restrictions, have the right and power to:
Security Trustee Appointed Attorney-in-Fact. Each Grantor hereby irrevocably appoints the Security Trustee such Grantor’s attorney-in-fact, with full authority in the place and stead of such Grantor and in the name of such Grantor or otherwise, from time to time in the Security Trustee’s discretion, to take any action and to execute any instrument that the Security Trustee may deem necessary or advisable to accomplish the purposes of this Agreement, and in the case of the Grantors incorporated in Ireland, such appointment shall be by way of security, including:
Security Trustee Appointed Attorney-in-Fact. Each Grantor hereby irrevocably appoints the Security Trustee by way of security such Grantor’s attorney-in-fact, with full authority in the place and stead of such Grantor and in the name of such Grantor or otherwise, following the delivery of a Default Notice (and so long as such Default Notice shall not have been rescinded and annulled as set forth in Section 4.02 of the Indenture), but not prior to the expiration of any Cure Period under the Indenture, or during the continuation of an Acceleration Default, to take any action and to execute any instrument that the Security Trustee may deem necessary, advisable or desirable to accomplish the purposes of this Agreement or any other Related Document, including: (i) to ask for, demand, collect, sue for, recover, compromise, receive and give acquaintance and receipts for monies due and to become due under or in respect of any of the Collateral; (ii) to receive, indorse and collect any drafts or other instruments and documents in connection included in the Collateral; and (iii) to file any claims or take any action or institute any proceedings that the Security Trustee may deem necessary, advisable or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Security Trustee with respect to any of the Collateral. Section 2.05
Security Trustee Appointed Attorney-in-Fact. Each Grantor hereby irrevocably appoints the Security Trustee such Grantor’s attorney-in-fact (in the case of any Grantor incorporated in Ireland such appointment shall be by way of security), with full authority in the place and stead of such Grantor and in the name of such Grantor or otherwise, from time to time in the Security Trustee’s discretion, upon advice and written instruction of the Administrative Agent (except for item (d) below, upon the occurrence of an Event of Default which is continuing or if the Facility Termination Date has occurred), to take any action and to execute any instrument that the Administrative Agent may deem necessary or advisable for the Security Trustee to take to accomplish the purposes of this Agreement or to take any action and to execute any instrument as directed by the Administrative Agent in writing in accordance with the terms of this Agreement and the Credit Agreement, including, but not limited to:
Security Trustee Appointed Attorney-in-Fact. Each Grantor hereby irrevocably appoints, as security for the Secured Obligations, the Security Trustee as such Grantor’s attorney-in-fact, with full authority in the place and stead of such Grantor and in the name of such Grantor or otherwise, from time to time in the Security Trustee’s discretion, so long as any series of Securities has been accelerated and such acceleration has not been rescinded as provided in the Indenture, to take any action and to execute any instrument that the Security Trustee may deem necessary or advisable to accomplish the purposes of this Agreement, including:
Security Trustee Appointed Attorney-in-Fact. The Pledgors hereby by way of security only irrevocably appoint the Security Trustee and any person nominated in writing by the Security Trustee severally to be the Pledgors’ attorney-in-fact (which appointment shall be coupled with an interest)(with full powers of substitution and delegation), with full authority to act in the place and stead of the Pledgors and in the name of the Pledgors or otherwise, from time to time in the Security Trustee’s discretion to take any action and to execute any instrument which the Security Trustee may deem necessary or advisable:
Security Trustee Appointed Attorney-in-Fact. The Grantor hereby irrevocably appoints the Security Trustee as its attorney-in-fact, with full authority in the place and stead of the Grantor and in the name of the Grantor or otherwise, from time to time after an Event of Default has occurred and is continuing, to take any action and to execute any instrument that the Security Trustee may deem necessary, advisable or desirable to accomplish the purposes of this Agreement or any other Operative Agreement, including:
(a) to ask for, demand, collect, sue for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral;
(b) to receive, indorse and collect any drafts or other instruments and documents included in the Collateral;
(c) to file any claims or take any action or institute any proceedings that the Security Trustee may deem necessary, advisable or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Security Trustee with respect to any of the Collateral;
(d) to execute and file any financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, including as may be identified to the Security Trustee pursuant to the opinion of counsel described in Section 5.04(c) in order to perfect and preserve the pledge, assignment and security interest granted hereby; provided that the Security Trustee’s exercise of any such power shall be subject to Section 2.07;
(e) to make all necessary transfers of all or any part of the Collateral in connection with any sale or other disposition thereof made pursuant to Article III hereof; and
(f) to employ legal counsel to appear in its name in any court in any jurisdiction to contest and compromise and discharge any alleged Lien, charge or other encumbrance asserted against any of the Collateral, in any manner and by any means that shall to it or them, in its or their sole and complete discretion, seem proper; provided, however, that any such undertaking on the part of the Security Trustee shall not qualify in any manner or to any extent or degree the obligation of the Grantor so to defend its title to, and the security interest of the Security Trustee in, the Collateral and every part thereof, the Grantor hereby acknowledging that its said attorney shall have no duty, by virtue of this Section 2.12 or at the risk of otherwise waiving or qualifying the obligation of the Grantor to do...
