Common use of Specific Powers Clause in Contracts

Specific Powers. Borrower hereby constitutes Agent and its designees, as Borrower's attorney-in-fact, with power of substitution, at the cost and expense of Borrower, to exercise at any time all or any of the following powers which appointment, being coupled with an interest, shall be irrevocable until all Obligations have been indefeasibly paid in full: (a) to receive, take, endorse, assign, deliver, accept and deposit, in the name of Agent or Borrower, any and all checks, notes, drafts, remittances and other instruments and documents or chattel paper relating to the Collateral; (b) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to receive, open and dispose of all mail addressed to Borrower and to notify postal authorities to change the address for delivery thereof to such address as Agent designates; (c) to transmit to Account Debtors notice of Agent's interest therein and to request from such Account Debtors at any time, in the name of Agent or Borrower or that of Agent's designee, information concerning the Collateral and the amounts owing thereon; (d) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to notify Account Debtors to make payment directly to Agent; (e) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to take or bring, in the name of Agent or Borrower, all steps, actions, suits or proceedings deemed by Agent necessary or desirable to effect collection of the Collateral; and (f) to execute in Borrower's name and on its behalf any UCC financing statements or amendments thereto. Borrower hereby releases Agent and its officers, employees and designees, from any liability arising from any act or acts under this Agreement or in furtherance thereof, whether of omission or commission, and whether based upon any error of judgment or mistake of law or fact, except for acts of gross negligence or wilful misconduct of Agent as determined pursuant to a final non-appealable order of a court of competent jurisdiction.

Appears in 2 contracts

Samples: Revolving Credit and Security Agreement (Salant Corp), Loan and Security Agreement (Industrial Fuels Minerals Co)

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Specific Powers. Borrower Each of Borrowers hereby constitutes Agent and its designees, as Borrower's its attorney-in-fact, with power of substitution, at the cost and expense of BorrowerBorrowers, to exercise at any time all or any of the following powers which appointment, being coupled with an interest, shall be irrevocable until all Obligations have been indefeasibly paid in full: (a) to receive, take, endorse, assign, deliver, accept and deposit, in the name of Agent or BorrowerBorrowers, any and all checks, notes, drafts, remittances and other instruments and documents or chattel paper relating to the Collateral; (b) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to receive, open and dispose of all mail addressed to Borrower and to notify postal authorities to change the address for delivery thereof to such address as Agent designates; (c) to transmit to Account Debtors notice of Agent's the interest of Agent and Lenders therein and to request from such Account Debtors at any time, in the name of Agent or Borrower Lenders or that of Agent's designee, information concerning the Collateral and the amounts owing thereon; (dc) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to notify Account Debtors to make payment directly to Agent; (ed) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to take or bring, in the name of Agent or BorrowerBorrowers, all steps, actions, suits or proceedings deemed by Agent necessary or desirable to effect collection of the Collateral; and (fe) to execute in Borrower's Borrowers' name and on its behalf any UCC financing statements or amendments thereto. Borrower Each of Borrowers hereby releases Agent and its each of Lenders and their respective officers, employees and designees, from any liability arising from any act or acts under this Agreement or in furtherance thereof, whether of omission or commission, and whether based upon any error of judgment or mistake of law or fact, except for acts of Agent's or Lenders' gross negligence or wilful misconduct of Agent as determined pursuant to a final non-appealable order of a court of competent jurisdiction.

Appears in 2 contracts

Samples: Loan and Security Agreement (Pamida Holdings Corp/De/), Loan and Security Agreement (Pamida Inc /De/)

Specific Powers. Borrower hereby constitutes Agent Lender and its designeesdesignee, --------------- as Borrower's its attorney-in-fact, with power of substitution, at the its own cost and expense of Borrowerexpense, to exercise at any time all or any of the following powers which appointmentwhich, being coupled with an interest, shall be irrevocable until all Obligations have been indefeasibly paid in full: (a) to receive, take, endorse, assign, deliver, accept and deposit, in the name of Agent Lender or Borrower, any and all checks, notes, drafts, remittances and other instruments and documents or chattel paper relating to the Collateral; (b) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to receive, open and dispose of all mail addressed to Borrower and to notify postal authorities to change the address for delivery thereof to such address as Agent designatesLender may designate; (c) to transmit to Account Debtors notice of AgentLender's interest therein and to request from such Account Debtors at any time, in the name of Agent Lender or Borrower or that of AgentLender's designee, information concerning the Collateral Accounts and the amounts owing thereon; (d) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to notify Account Debtors to make payment directly to AgentLender; (e) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to take or bring, in the name of Agent Lender or Borrower, all steps, actions, suits or proceedings deemed by Agent Lender necessary or desirable to effect collection of the Collateral; and (f) to execute in Borrower's name and on its behalf any UCC financing statements or amendments thereto. Borrower hereby releases Agent Lender and its officers, employees and designees, from any liability arising from any act or acts under this Agreement or in furtherance thereof, whether of omission or commission, and whether based upon any error of judgment or mistake of law or fact, except for acts as a result of Lender's gross negligence or wilful misconduct of Agent as determined pursuant to a final non-appealable order of a court of competent jurisdiction.

Appears in 1 contract

Samples: Loan and Security Agreement (Am General Corp)

Specific Powers. Each Borrower hereby constitutes Agent Lender and its designees, as such Borrower's attorney-in-fact, with power of substitution, at the cost and expense of BorrowerBorrowers, to exercise at any time all or any of the following powers which appointment, being coupled with an interest, shall be irrevocable until all Obligations have been indefeasibly paid in full: (a) to receive, take, endorse, assign, deliver, accept and deposit, in the name of Agent Lender or such Borrower, any and all checks, notes, drafts, remittances and other instruments and documents or chattel paper paper, in each case to the extent relating to the Collateral; (b) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to receive, open and dispose of all mail addressed to Borrower and to notify postal authorities to change the address for delivery thereof to such address as Agent designates; (c) to transmit to Account Debtors notice of AgentLender's interest therein and to request from such Account Debtors at any time, in the name of Agent Lender or such Borrower or that of AgentLender's designee, information concerning the Collateral and the amounts owing thereon; (d) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to notify Account Debtors to make payment directly to AgentLender; (e) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to take or bring, in the name of Agent Lender or such Borrower, all steps, actions, suits or proceedings deemed by Agent Lender necessary or desirable to effect collection of the Collateral; and (f) to execute in such Borrower's name and on its behalf any UCC financing statements relating to the Collateral or amendments thereto. Each Borrower hereby releases Agent Lender and its officers, employees and designees, from any liability arising from any act or acts under this Agreement or in furtherance thereof, whether of omission or commission, and whether based upon any error of judgment or mistake of law or fact, except for acts of gross negligence or wilful misconduct of Agent Lender as determined pursuant to a final non-appealable order of a court of competent jurisdiction.

Appears in 1 contract

Samples: Loan and Security Agreement (Doe Run Peru Sr Ltda)

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Specific Powers. Each Borrower hereby constitutes Agent and its designees, as such Borrower's ’s attorney-in-fact, with power of substitution, at the cost and expense of BorrowerBorrowers, to exercise at any time all or any of the following powers which appointment, being coupled with an interest, shall be irrevocable until all Obligations have been indefeasibly paid in full: (a) to receive, take, endorse, assign, deliver, accept and deposit, in the name of Agent or such Borrower, any and all checks, notes, drafts, remittances and other instruments and documents or chattel paper paper, in each case to the extent relating to the Collateral; (b) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to receive, open and dispose of all mail addressed to Borrower and to notify postal authorities to change the address for delivery thereof to such address as Agent designates; (c) to transmit to Account Debtors notice of Agent's ’s interest therein and to request from such Account Debtors at any time, in the name of Agent or such Borrower or that of Agent's ’s designee, information concerning the Collateral and the amounts owing thereon; (d) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to notify Account Debtors to make payment directly to Agent; (e) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to take or bring, in the name of Agent or such Borrower, all steps, actions, suits or proceedings deemed by Agent necessary or desirable to effect collection of the Collateral; and (f) authorize to execute in file on a Borrower's name and on its ’s behalf any UCC financing statements relating to the Collateral or amendments thereto. Each Borrower hereby releases Agent and its officers, employees and designees, from any liability arising from any act or acts under this Agreement or in furtherance thereof, whether of omission or commission, and whether based upon any error of judgment or mistake of law or fact, except for acts of gross negligence or wilful misconduct of Agent as determined pursuant to a final non-appealable order of a court of competent jurisdiction.

Appears in 1 contract

Samples: Loan and Security Agreement (Doe Run Resources Corp)

Specific Powers. Except in respect of Medicare Accounts and Medicaid Accounts, Borrower and each Guarantor hereby constitutes Agent Lender and its designees, as Borrower's and such Guarantors attorney-in-fact, with power of substitution, at the cost and expense of BorrowerBorrower and Guarantors, to exercise at any time all or any of the following powers which appointment, being coupled with an interest, shall be irrevocable until all Obligations have been indefeasibly paid in full: (a) to receive, take, endorse, assign, deliver, accept and deposit, in the name of Agent Lender or BorrowerBorrower or any Guarantor, any and all checks, notes, drafts, remittances and other instruments and documents or chattel paper relating to the Collateral; (b) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to receive, open and dispose of all mail addressed to Borrower or any Guarantor and to notify postal authorities to change the address for delivery thereof to such address as Agent Lender designates; (c) to transmit to Account Debtors notice of AgentLender's interest therein and to request from such Account Debtors at any time, in the name of Agent Lender, Borrower or Borrower any Guarantor or that of AgentLender's designee, information concerning the Collateral and the amounts owing thereon; (d) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to notify Account Debtors to make payment directly to AgentLender; (e) on or after the occurrence of an Event of Default, or an act, condition or event which with notice, passage of time or both would constitute an Event of Default, to take or bring, in the name of Agent Lender, Borrower or Borrowerany Guarantor, all steps, actions, suits or proceedings deemed by Agent Lender necessary or desirable to effect collection of the Collateral; and (f) to execute in Borrower's or any Guarantor's name and on its behalf any UCC financing statements or amendments thereto. Borrower and each Guarantor hereby releases Agent Lender and its officers, employees and designees, from any liability arising from any act or acts under this Agreement Section 4.8 or in furtherance thereof, whether of omission or commission, and whether based upon any error of judgment or mistake of law or fact, except for acts of gross negligence or wilful misconduct of Agent Lender as determined pursuant to a final non-appealable order of a court of competent jurisdiction.

Appears in 1 contract

Samples: Loan and Security Agreement (Health Fitness Physical Therapy Inc)

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