Common use of Separate Agent Clause in Contracts

Separate Agent. The Lessor may, and if it fails to do so at any time when it is so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to which the Items of Equipment or other Lessee Collateral may be subject, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment or other Lessee Collateral, and vest in such individuals or corporations, in such capacity such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment or the other Lessee Collateral or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Collateral and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Required Participants may, and if it fails they fail to do so at any time when it is they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to in which the Items of Equipment Units, the Lessee Collateral or other Lessee the Lessor Collateral may be subjectlocated and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lessee, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment Units, the Lessee Collateral or other Lessee the Lessor Collateral, and vest in such individuals or corporations, in such capacity capacity, such title to such Units, the Lessee Collateral or the Lessor Collateral or any part thereof, and such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment Units, the Lessee Collateral or the other Lessee Lessor Collateral or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment Units, the Lessee Collateral and the other Lessee Lessor Collateral and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Required Lessors may, and if it fails they fail to do so at any time when it is they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to in which the Items any item of Equipment or other Lessee Collateral may be subjectlocated, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items items of Equipment or other Lessee CollateralCollateral or this Lease, and vest in such individuals or corporations, in such capacity capacity, such title to the items of Equipment or Collateral or this Lease or any part thereof, and such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she it or he shall be vested with such interest in the Items items of Equipment or the other Lessee Collateral and this Lease or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documentsthis Lease, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documentsthis Lease. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items items of Equipment or Collateral and the other Lessee Collateral this Lease and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Subject to any Applicable Laws and Regulations, the Required Participants or the Lessor, as applicable, may, and if it fails they fail to do so at any time when it is they are so required, Agent each of the Agents may, for the purpose of meeting any legal requirements of any jurisdiction to in which the Items of Equipment or other Lessee Collateral Leased Property may be subjectlocated, appoint one or more individuals or corporations Persons either to act as co-agent jointly with the Administrative Agent or the Collateral Agent, as applicable, or to act as separate agent of all or any part of the Items of Equipment Leased Property or other Lessee Collateralthe Site, and vest in such individuals or corporations, in such capacity capacity, such rights to such Leased Property or the Site or any part thereof, and such other rights or duties as Agent each of the Agents may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent Each of the Agents shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he it shall be vested with such interest in the Items of Equipment or the other Lessee Collateral Leased Property or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent each of the Agents (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute the Administrative Agent or the Collateral Agent, as applicable, pursuant to its appointment, its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Collateral Leased Property and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by the Administrative Agent or the Collateral Agent, respectively, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Required Participants may, and if it fails they fail to do so at any time when it is they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to in which the Items of Equipment Premises or other Lessee Collateral Mortgaged Property may be subjectlocated, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment or other Lessee CollateralMortgaged Property, and vest in such individuals or corporations, in such capacity capacity, such title to such Mortgaged Property or any part thereof, and such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment or the other Lessee Collateral Mortgaged Property or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Collateral Mortgaged Property and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Required Participants may, and if it fails they fail to do so at any time when it is they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to in which the Items of Equipment or other Lessee the Lessor Collateral may be subjectlocated, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment or other Lessee the Lessor Collateral, and vest in such individuals or corporations, in such capacity capacity, such rights to such Items of Equipment or the Lessor Collateral or any part thereof, and such other rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and or is continuing, Lessee’s 's consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.88.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he it shall be vested with such interest in the Items of Equipment or the other Lessee Lessor Collateral or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Lessor Collateral and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Required Participants may, and if it fails they fail to do so at any time when it is they are so required, Agent may, for the purpose of meeting any Federal, state or local legal requirements of any jurisdiction to in which the Items of Equipment Leased Property or other Lessee Collateral Mortgaged Property may be subjectlocated, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment or other Lessee CollateralMortgaged Property, and vest in such individuals or corporations, in such capacity capacity, such title to such Mortgaged Property or any part thereof, and such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment or the other Lessee Collateral Mortgaged Property or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law Applicable Laws makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Collateral Mortgaged Property and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Required Lessors may, and if it fails they fail to do so at any time when it is they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to in which the Items of Equipment any Vehicle or other Lessee Collateral may be subjectlocated, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment Vehicles or other Lessee CollateralCollateral or the Lease, and vest in such individuals or corporations, in such capacity capacity, such title to the Vehicles or Collateral or the Lease or any part thereof, and such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment Vehicles or Collateral and the other Lessee Collateral Lease or any part thereof, and with such rights and duties, not inconsistent with the provisions provi sions of the Operative DocumentsAgreements, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative DocumentsAgree ments. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment Vehicles or Collateral and the other Lessee Collateral Lease and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor may, and if it fails to do so at any time when it is so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to which the Items of Equipment or other Lessee Collateral may be subject, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment or other Lessee Collateral, and vest in such individuals or corporations, in such capacity such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s 's consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment or the other Lessee Collateral or LSI Logic Corporation Lease A any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Collateral and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Required Lessors may, and if it fails they fail -------------- to do so at any time when it is they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to which the Items of Equipment any Unit or other Lessee Collateral may be subject, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment or other Lessee Collateral, and vest in such individuals or corporations, in such capacity capacity, such title to such Collateral or any part thereof, and such rights or duties duties, as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-co- agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment or the other Lessee Collateral or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Collateral and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor may, and if it fails to do so at any time when it is so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to in which the Items of Equipment any Site or other Lessee Collateral may be subjectlocated, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment or other Lessee Collateral, and vest in such individuals or corporations, in such capacity capacity, such title to such Collateral or any part thereof, and such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment or the other Lessee Collateral or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Collateral or Sites and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Required Lessors may, and if it fails they fail to do so at any time when it is they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to in which the Items of Equipment any Vehicle or other Lessee Collateral may be subjectlocated, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment Vehicles or other Lessee CollateralCollateral or the Lease, and vest in such individuals or corporations, in such capacity capacity, such title to the Vehicles or Collateral or the Lease or any part thereof, and such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment Vehicles or Collateral and the other Lessee Collateral Lease or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative DocumentsAgreements, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative DocumentsAgreements. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment Vehicles or Collateral and the other Lessee Collateral Lease and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor Subject to any Applicable Laws, the Required Participants may, and if it fails they fail to do so at any time when it is they are so required, Agent each of the Agents may, for the purpose of meeting any legal requirements of any jurisdiction to in which the Items of Equipment or other Lessee Collateral Leased Property may be subjectlocated, appoint one or more individuals or corporations 91 BUSINESS.29620189.12 Persons either to act as co-agent jointly with the Administrative Agent or the Collateral Agent, as applicable, or to act as separate agent of all or any part of the Items of Equipment or other Lessee Collateral, Leased Property and vest in such individuals or corporations, in such capacity capacity, such rights to such Leased Property or any part thereof, and such other rights or duties as Agent each of the Agents may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent Each of the Agents shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he it shall be vested with such interest in the Items of Equipment or the other Lessee Collateral Leased Property or any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent each of the Agents (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute the Administrative Agent or the Collateral Agent, as applicable, pursuant to its appointment, its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion reasonable judgment on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Collateral Leased Property and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by the Administrative Agent or the Collateral Agent, respectively, without the appointment of a successor to such co-agent or separate agent.

Separate Agent. The Lessor may, and if it fails to do so at any time when it is so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction to which the Items of Equipment or other Lessee Collateral may be subject, appoint one or more individuals or corporations either to act as co-agent jointly with Agent or to act as separate agent of all or any part of the Items of Equipment or other Lessee Collateral, and vest in such individuals or corporations, in such capacity such rights or duties as Agent may consider necessary or desirable. Agent shall not be required to qualify to do business in any jurisdiction where it is not now so qualified. Agent shall execute, acknowledge and deliver all such instruments as may be required by any such co-agent or separate agent more fully confirming such title, rights or duties to such co-agent or separate agent; provided that, so long as no Lease Event of Default or Material Lease Default has occurred and continuing, Lessee’s 's consent is required for the appointment of a co-agent or separate agent pursuant to this Section 20.8. Upon the acceptance in writing of such appointment by any such co-agent or separate agent, it, she or he shall be vested with such interest in the Items of Equipment or the other Lessee Collateral or LSI Logic Corporation Lease B any part thereof, and with such rights and duties, not inconsistent with the provisions of the Operative Documents, as shall be specified in the instrument of appointment, jointly with Agent (except insofar as local law makes it necessary for any such co-agent or separate agent to act alone), subject to all terms of the Operative Documents. Any co-agent or separate agent, to the fullest extent permitted by legal requirements of the relevant jurisdiction, at any time, by an instrument in writing, shall constitute Agent its attorney-in-fact and agent, with full power and authority to do all acts and things and to exercise all discretion on its behalf and in its name. If any co-agent or separate agent shall die, become incapable of acting, resign or be removed, the interest in the Items of Equipment and the other Lessee Collateral and all rights and duties of such co-agent or separate agent shall, so far as permitted by law, vest in and be exercised by Agent, without the appointment of a successor to such co-agent or separate agent.