Specific Powers. Each of Borrowers hereby constitutes Agent and its designees, as its attorney-in-fact, with power of substitution, at the cost and expense of Borrowers, 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 Borrowers, any and all checks, notes, drafts, remittances and other instruments and documents or chattel paper relating to the Collateral; (b) to transmit to Account Debtors notice of the interest of Agent and Lenders therein and to request from such Account Debtors at any time, in the name of Agent or Lenders or that of Agent's designee, information concerning the Collateral and the amounts owing thereon; (c) 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; (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 take or bring, in the name of Agent or Borrowers, all steps, actions, suits or proceedings deemed by Agent necessary or desirable to effect collection of the Collateral; and (e) to execute in Borrowers' name and on its behalf any UCC financing statements or amendments thereto. Each of Borrowers hereby releases Agent and 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 Agent's or Lenders' gross negligence or wilful misconduct 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. Each of Borrowers Borrower hereby constitutes Agent and its designees, as its Borrower's attorney-in-fact, with power of substitution, at the cost and expense of BorrowersBorrower, 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 BorrowersBorrower, 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 the Agent's interest of Agent and Lenders therein and to request from such Account Debtors at any time, in the name of Agent or Lenders Borrower or that of Agent's designee, information concerning the Collateral and the amounts owing thereon; (cd) 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; (de) 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 BorrowersBorrower, all steps, actions, suits or proceedings deemed by Agent necessary or desirable to effect collection of the Collateral; and (ef) to execute in Borrowers' Borrower's name and on its behalf any UCC financing statements or amendments thereto. Each of Borrowers Borrower hereby releases Agent and each of Lenders and their respective 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 Agent's or Lenders' 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: Loan and Security Agreement (Industrial Fuels Minerals Co), Revolving Credit and Security Agreement (Salant Corp)
Specific Powers. Each of Borrowers Borrower hereby constitutes Agent Lender and its designees, as its such Borrower's attorney-in-fact, with power of substitution, at the cost and expense of Borrowers, 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 Borrowerssuch 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) to transmit to Account Debtors notice of the Lender's interest of Agent and Lenders therein and to request from such Account Debtors at any time, in the name of Agent Lender or Lenders such Borrower or that of AgentLender's designee, information concerning the Collateral and the amounts owing thereon; (cd) 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; (de) 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 Borrowerssuch Borrower, all steps, actions, suits or proceedings deemed by Agent Lender necessary or desirable to effect collection of the Collateral; and (ef) to execute in Borrowers' such Borrower's name and on its behalf any UCC financing statements relating to the Collateral or amendments thereto. Each of Borrowers Borrower hereby releases Agent Lender and each of Lenders and their respective 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 Agent's or Lenders' acts of gross negligence or wilful misconduct of Lender as determined pursuant to a final non-appealable order of a court of competent jurisdiction.
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Specific Powers. Each of Borrowers Borrower hereby constitutes Agent Lender and its designeesdesignee, --------------- as its attorney-in-fact, with power of substitution, at the its own cost and expense of Borrowersexpense, 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 BorrowersBorrower, 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 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 Lender may designate; (c) to transmit to Account Debtors notice of the Lender's interest of Agent and Lenders therein and to request from such Account Debtors at any time, in the name of Agent Lender or Lenders Borrower or that of AgentLender's designee, information concerning the Collateral Accounts and the amounts owing thereon; (cd) 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; (de) 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 BorrowersBorrower, all steps, actions, suits or proceedings deemed by Agent Lender necessary or desirable to effect collection of the Collateral; and (ef) to execute in Borrowers' Borrower's name and on its behalf any UCC financing statements or amendments thereto. Each of Borrowers Borrower hereby releases Agent Lender and each of Lenders and their respective 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 Agentas a result of Lender's or Lenders' gross negligence or wilful misconduct as determined pursuant to a final non-appealable order of a court of competent jurisdiction.
Appears in 1 contract
Specific Powers. Each of Borrowers Borrower hereby constitutes Agent and its designees, as its such Borrower’s attorney-in-fact, with power of substitution, at the cost and expense of Borrowers, 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 Borrowerssuch 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) to transmit to Account Debtors notice of the Agent’s interest of Agent and Lenders therein and to request from such Account Debtors at any time, in the name of Agent or Lenders such Borrower or that of Agent's ’s designee, information concerning the Collateral and the amounts owing thereon; (cd) 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; (de) 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 Borrowerssuch Borrower, all steps, actions, suits or proceedings deemed by Agent necessary or desirable to effect collection of the Collateral; and (ef) authorize to execute in Borrowers' name and file on its a Borrower’s behalf any UCC financing statements relating to the Collateral or amendments thereto. Each of Borrowers Borrower hereby releases Agent and each of Lenders and their respective 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 Agent's or Lenders' acts of gross negligence or wilful misconduct of Agent as determined pursuant to a final non-appealable order of a court of competent jurisdiction.
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Samples: Loan and Security Agreement (Doe Run Resources Corp)