Common use of The Secured Party May Perform Clause in Contracts

The Secured Party May Perform. the Secured Party Appointed ---------------------------------------------------------- Attorney-in-Fact. The Pledgor shall from time to time, and at all times after ---------------- an Event of Default shall have occurred, execute all such further instruments and documents and do all such things as the Secured Party may reasonably deem desirable for the purpose of obtaining the full benefit of this Agreement and of the rights, title, interest, powers, authorities and discretions conferred on the Secured Party by this Agreement. The Pledgor hereby irrevocably appoints the Secured Party its attorney-in-fact for it and in its name and on its behalf and as its act and deed to execute, seal and deliver and otherwise perfect any deed, assurance, agreement, instrument or take any action which it may deem necessary or advisable for any of the purposes of this Agreement; provided that -------- the Secured Party shall not exercise such power until an Event of Default shall have occurred and is continuing. The Secured Party shall have full power to delegate this power of attorney but no such delegation shall preclude the subsequent exercise of such power by the Secured Party itself or preclude the Secured Party from subsequent delegation to some other person and any delegation may be revoked by the Secured Party at any time. The foregoing grant of authority is a power of attorney coupled with an interest and such appointment shall be irrevocable for the term of this Agreement. The Pledgor hereby ratifies all that such attorney shall lawfully do or cause to be done by virtue hereof. Any and all amounts expended by the Secured Party pursuant to this Section 15 shall be paid by Pledgor promptly upon demand therefor, with interest at the rate then in effect under the LLC Mirror Note during the period from and including the date on which funds were so expended to the date of repayment. Pledgor's obligations under this Section 15 shall survive the termination of this Agreement and the discharge of Pledgor's other obligations under this Agreement and the LLC Mirror Note.

The Secured Party May Perform. (a) Upon the occurrence and during the continuance of an Event of Default, with prior notice to the Borrower or any Guarantor, as applicable, the Secured Party Appointed ---------------------------------------------------------- Attorney-in-Fact. The Pledgor shall without releasing the Borrower or any Guarantor, as applicable, from time any obligation, covenant or condition hereof, itself may make any payment or perform, or cause the performance of, any such obligation, covenant, condition or agreement or any other action in such manner and to time, and at all times after ---------------- an Event of Default shall have occurred, execute all such further instruments and documents and do all such things extent as the Secured Party may reasonably deem desirable for necessary to protect, perfect or continue the purpose of obtaining the full benefit of this Agreement and perfection of the rights, title, interest, powers, authorities and discretions conferred on Security Interest. Any costs or expenses incurred by the Secured Party in connection with the foregoing shall be governed by this Agreement. The Pledgor hereby the Loan Documents, constitute a part of the Obligations secured by the Security Documents, shall bear interest at the Interest Rate and be payable by the Borrower upon demand by the Secured Party. (b) Notwithstanding anything to the contrary contained herein or in any other Loan Document, each of the Borrower and each Guarantor hereby: (i) agrees that the Secured Party, without releasing the Borrower or such Guarantor, as applicable, from any obligation, covenant or condition hereof, itself may take any action and execute any document, including making any payment or performing, or cause the performance of, any obligation, covenant, condition or agreement or any other action under or in respect of 18 any Assigned Agreement that the Secured Party deems necessary or advisable or which may otherwise be required to cure any default under any Assigned Agreement at any time and from time to time (including at any time prior to the occurrence of an Event of Default) upon receipt by the Secured Party of a notice of any such default by any third party to a Project Contract or otherwise at any time that the Secured Party otherwise has knowledge of such default; and (ii) irrevocably constitutes and appoints the Secured Party and any officer or agent thereof, with full power of substitution, as its true and lawful attorney-in-fact for it (which appointment as attorney-in-fact shall be coupled with an interest), with full authority in the place and stead of the Borrower or such Guarantor, as applicable (or any nominee or agent designated by the Borrower or such Guarantor, as applicable), and in its the name of the Borrower or such Guarantor, as applicable (or any nominee or agent designated by the Borrower or such Guarantor, as applicable), or otherwise, at any time and on its behalf and as its act and deed from time to execute, seal and deliver and otherwise perfect any deed, assurance, agreement, instrument or time to take any action which it may deem necessary or advisable for contemplated in clause (i) above (including at any time prior to the occurrence of the purposes an Event of this Agreement; provided that -------- Default) upon receipt by the Secured Party shall not exercise of a notice of any such power until an Event default by any third party to a Project Contract or otherwise at any time that the Secured Party otherwise has knowledge of Default shall have occurred and is continuingsuch default. The Secured Party shall have full power to delegate this power of attorney but no may take such delegation shall preclude the subsequent exercise of such power by actions under either clause (i) or (ii) above as the Secured Party itself or preclude the Secured Party from subsequent delegation to some other person and any delegation may be revoked by the Secured Party at any time. The foregoing grant of authority is a power of attorney coupled with an interest and such appointment shall be irrevocable for the term of this Agreement. The Pledgor hereby ratifies all that such attorney shall lawfully do or cause to be done by virtue hereof. Any and all amounts expended by the Secured Party pursuant to this Section 15 shall be paid by Pledgor promptly upon demand therefor, with interest at the rate then in effect under the LLC Mirror Note during the period from and including the date on which funds were so expended to the date of repayment. Pledgor's obligations under this Section 15 shall survive the termination of this Agreement and the discharge of Pledgor's other obligations under this Agreement and the LLC Mirror Notedeem appropriate.

The Secured Party May Perform. the The Secured Party Appointed ---------------------------------------------------------- Attorney-in-Fact. The If either Pledgor shall from time fail to timedo any act or ---------------- thing that it has covenanted to do hereunder or any warranty on the part of the Pledgors contained herein shall be breached, and at all times after ---------------- an Event of Default shall have occurred, execute all such further instruments and documents and do all such things as the Secured Party may reasonably deem desirable (but shall not be obligated to) do the same or cause it to be done or remedy any such breach, and may expend funds for such purpose. Any and all amounts so expended by the purpose Secured Party shall be paid by the Pledgor promptly upon demand therefor, with interest at the Post-Default Rate during the period from and including the date so expended to the date of obtaining repayment. Each Pledgor's obligations under this Section shall survive the full benefit termination of this Agreement and the discharge of the rightsSecured Obligations. Upon the occurrence and continuation of an Event of Default, title, interest, powers, authorities and discretions conferred on the Secured Party by this Agreement. The each Pledgor hereby irrevocably appoints the Secured Party its attorney-in-fact for it with an interest, with full authority in the place and stead of such Pledgor and in its the name and on its behalf and as its act and deed of such Pledgor, or otherwise, from time to executetime in the Secured Party's discretion, seal and deliver and otherwise perfect any deed, assurance, agreement, instrument or to take any action and to execute any instrument consistent with the terms of this Agreement and the other Credit Documents which it the Secured Party may deem necessary or advisable for any of to accomplish the purposes of this Agreement; provided that -------- the Secured Party shall not exercise such power until an Event of Default shall have occurred and is continuing. The Secured Party shall have full power to delegate this power of attorney but no such delegation shall preclude the subsequent exercise of such power by the Secured Party itself or preclude the Secured Party from subsequent delegation to some other person and any delegation may be revoked by the Secured Party at any time. The foregoing grant of authority is a power of attorney coupled with an interest and such appointment shall be irrevocable for the term of this Agreement. The Each Pledgor hereby ratifies all that such attorney shall lawfully do or cause to be done by virtue hereof. Any and all amounts expended by the Secured Party pursuant to this Section 15 shall be paid by Pledgor promptly upon demand therefor, with interest at the rate then in effect under the LLC Mirror Note during the period from and including the date on which funds were so expended to the date of repayment. Pledgor's obligations under this Section 15 shall survive the termination of this Agreement and the discharge of Pledgor's other obligations under this Agreement and the LLC Mirror Note.