Common use of Separate Agent Clause in Contracts

Separate Agent. The Required Participants may, and if they fail to do so at any time when they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in which the Units, the Lessee Collateral or the Lessor Collateral may be located 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 Units, the Lessee Collateral or the Lessor Collateral, and vest in such individuals or corporations, in such 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. 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 Units, the Lessee Collateral or the 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 Units, the Lessee Collateral and the 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 Required Participants Lessor may, and if they fail it fails to do so at any time when they are it is so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in to which the Units, the Items of Equipment or other Lessee Collateral or the Lessor Collateral may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseesubject, 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 Units, the Items of Equipment or other Lessee Collateral or the Lessor Collateral, and vest in such individuals or corporations, in such capacity, such title to such Units, the Lessee Collateral or the Lessor Collateral or any part thereof, and 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 Units, the Lessee Collateral Items of Equipment or the Lessor 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 Units, the Lessee Collateral Items of Equipment and the Lessor 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 Required Participants may, and if they fail to do so at any time when they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in which the Units, the Lessee Collateral Items of Equipment or the Lessor Collateral may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseelocated, 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 Units, the Lessee Collateral Items of Equipment or the Lessor Collateral, and vest in such individuals or corporations, in such capacity, such title rights to such Units, the Lessee Collateral 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 or is continuing, Lessee's consent is required for the appointment of a co-agent or separate agent pursuant to this Section 8.8. 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 Units, the Lessee Collateral Items of Equipment or the 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 Units, the Lessee Collateral Items of Equipment and the 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 Required Participants Lessor may, and if they fail it fails to do so at any time when they are it is so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in to which the Units, the Items of Equipment or other Lessee Collateral or the Lessor Collateral may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseesubject, 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 Units, the Items of Equipment or other Lessee Collateral or the Lessor Collateral, and vest in such individuals or corporations, in such capacity, such title to such Units, the Lessee Collateral or the Lessor Collateral or any part thereof, and 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 Units, Items of Equipment or the other Lessee Collateral or the Lessor 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 Units, the Lessee Collateral Items of Equipment and the Lessor 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 Required Participants may, and if they fail to do so at any time when they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in which the Units, the Lessee Collateral Premises or the Lessor Collateral Mortgaged Property may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseelocated, 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 Units, the Lessee Collateral or the Lessor CollateralMortgaged Property, and vest in such individuals or corporations, in such capacity, such title to such Units, the Lessee Collateral or the Lessor Collateral 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. 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 Units, the Lessee Collateral or the Lessor 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 Units, the Lessee Collateral and the Lessor 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 Required Participants may, and if they fail to do so at any time when they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in which the Units, the Lessee Collateral any Site or the Lessor Collateral may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseelocated, 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 Units, the Lessee Collateral or the Lessor Collateral, and vest in such individuals or corporations, in such 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. 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 Units, the Lessee Collateral or the 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 Units, the Lessee Collateral and the Lessor 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 Subject to any Applicable Laws, the Required Participants may, and if they fail to do so at any time when they are so required, Agent each of the Agents may, for the purpose of meeting any legal requirements of any jurisdiction in which the Units, the Lessee Collateral or the Lessor Collateral Leased Property may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseelocated, appoint one or more individuals or corporations 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 Units, the Lessee Collateral or the Lessor Collateral, Leased Property and vest in such individuals or corporations, in such capacity, such title rights to such Units, the Lessee Collateral or the Lessor Collateral 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. 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 Units, the Lessee Collateral or the Lessor 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 Units, the Lessee Collateral and the Lessor 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 Required Participants Lessor may, and if they fail it fails to do so at any time when they are it is so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in to which the Units, the Items of Equipment or other Lessee Collateral or the Lessor Collateral may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseesubject, 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 Units, the Items of Equipment or other Lessee Collateral or the Lessor Collateral, and vest in such individuals or corporations, in such capacity, such title to such Units, the Lessee Collateral or the Lessor Collateral or any part thereof, and 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 Units, Items of Equipment or the other Lessee Collateral or the Lessor 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 Units, the Lessee Collateral Items of Equipment and the Lessor 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 Required Participants may, and if they fail to do so at any time when they are so required, Agent may, for the purpose of meeting any Federal, state or local legal requirements of any jurisdiction in which the Units, the Lessee Collateral Leased Property or the Lessor Collateral Mortgaged Property may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseelocated, 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 Units, the Lessee Collateral or the Lessor CollateralMortgaged Property, and vest in such individuals or corporations, in such capacity, such title to such Units, the Lessee Collateral or the Lessor Collateral 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. 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 Units, the Lessee Collateral or the Lessor 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 Units, the Lessee Collateral and the Lessor 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 Required Participants Lessors may, and if they fail to do so at any time when they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in which the Units, the Lessee Collateral any Vehicle or the Lessor Collateral may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseelocated, 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 Units, the Lessee Vehicles or Collateral or the Lessor CollateralLease, and vest in such individuals or corporations, in such capacity, such title to such Units, the Lessee Vehicles or Collateral or the Lessor Collateral 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. 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 Units, Vehicles or Collateral and the Lessee Collateral or the Lessor 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 Units, the Lessee Vehicles or Collateral and the Lessor 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 Required Participants Lessors may, and if they fail -------------- to do so at any time when they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in to which the Units, the Lessee Collateral any Unit or the Lessor Collateral may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseesubject, 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 Units, the Lessee Collateral or the Lessor Collateral, and vest in such individuals or corporations, in such capacity, such title to such Units, the Lessee Collateral or the Lessor 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. 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 Units, the Lessee Collateral or the 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 Units, the Lessee Collateral and the 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 Required Participants Lessors may, and if they fail to do so at any time when they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in which the Units, the Lessee Collateral any Vehicle or the Lessor Collateral may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseelocated, 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 Units, the Lessee Vehicles or Collateral or the Lessor CollateralLease, and vest in such individuals or corporations, in such capacity, such title to such Units, the Lessee Vehicles or Collateral or the Lessor Collateral 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. 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 Units, Vehicles or Collateral and the Lessee Collateral or the Lessor 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 Units, the Lessee Vehicles or Collateral and the Lessor 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 Required Participants Lessors may, and if they fail to do so at any time when they are so required, Agent may, for the purpose of meeting any legal requirements of any jurisdiction in which the Units, the Lessee Collateral any item of Equipment or the Lessor Collateral may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseelocated, 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 Units, the Lessee items of Equipment or Collateral or the Lessor Collateralthis Lease, and vest in such individuals or corporations, in such capacity, such title to such Units, the Lessee items of Equipment or Collateral or the Lessor Collateral 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. 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 Units, the Lessee items of Equipment or Collateral or the Lessor 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 Units, the Lessee items of Equipment or Collateral and the Lessor 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 Subject to any Applicable Laws and Regulations, the Required Participants or the Lessor, as applicable, may, and if they fail to do so at any time when they are so required, Agent each of the Agents may, for the purpose of meeting any legal requirements of any jurisdiction in which the Units, the Lessee Collateral or the Lessor Collateral Leased Property may be located and, so long as no Lease Event of Default has occurred and is continuing, with the prior written consent of Lesseelocated, 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 Units, the Lessee Collateral Leased Property or the Lessor CollateralSite, and vest in such individuals or corporations, in such capacity, such title rights to such Units, the Lessee Collateral Leased Property or the Lessor Collateral 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. 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 Units, the Lessee Collateral or the Lessor 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 Units, the Lessee Collateral and the Lessor 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.