Appointment of Attorney The Obligor hereby irrevocably constitutes and appoints the Security Agent (and any officer of the Security Agent) the true and lawful attorney of the Obligor. As the attorney of the Obligor, the Security Agent has the power to exercise for and in the name of the Obligor with full power of substitution, upon the occurrence and during the continuance of an Event of Default, any of the Obligor’s right (including the right of disposal), title and interest in and to the Collateral including the execution, endorsement, delivery and transfer of the Collateral to the Security Agent, its nominees or transferees, and the Security Agent and its nominees or transferees are hereby empowered to exercise all rights and powers and to perform all acts of ownership with respect to the Collateral to the same extent as the Obligor might do. This power of attorney is irrevocable, is coupled with an interest, has been given for valuable consideration (the receipt and adequacy of which is acknowledged) and survives, and does not terminate upon, the bankruptcy, dissolution, winding up or insolvency of the Obligor. This power of attorney extends to and is binding upon the Obligor’s successors and permitted assigns. The Obligor authorizes the Security Agent to delegate in writing to another Person any power and authority of the Security Agent under this power of attorney as may be necessary or desirable in the opinion of the Security Agent, and to revoke or suspend such delegation.
Warrant of Attorney The undersigned Guarantors, and each of them, hereby authorize any attorney at law to appear in any court of record in any county in the State of Ohio, or elsewhere, where any of the Guarantors resides, signed this Guaranty, or can be found, after the obligation evidenced hereby, or any part thereof, becomes due and is unpaid, and to waive the issuance and service of process and to confess judgment against any or all of the Guarantors in favor of the holder of this Guaranty for the amount then appearing due, together with interest, late charges and the costs of suit, including collection costs and attorneys’ fees and the like as provided for in this Guaranty, and thereupon to release all errors in said proceedings and judgments and to waive all right of appeal and stay of execution; but no judgment or judgments against less than all of the Guarantors shall be a bar to any subsequent judgment against those Guarantors against whom judgment has not been taken, this being a joint and several warrant of attorney to confess judgment. WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU D0 NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILI1RE ON H1S PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: INTERFORM CORPORATION /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: U.S. TAG & TICKET COMPANY, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: THE CXXXXXX PRINTING COMPANY,INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above, with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: STATIONERS, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: DONIHE GRAPHICS, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: THE MXXXXX COMPANY /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title Vice President& Chief Financial Officer. WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above, with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLLCT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: BXXXXXX PRINTING, INC. /s/Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: SXXXX & BXXXXXXXXXX CO., INC. /s/Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: DALLAS PRINTING COMPANY, INC. /s/Txxxx X. Xxxxxx By:/s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above, with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARULESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTIIER CAUSE. ATTEST: STATIONERS, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: DONIHE GRAPHICS, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx(SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: THE MXXXXX COMPANY /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: CAROLINA CUT SHEETS. INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: CHMP LEASING, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: BLUE RIDGE PRINTING COMPANY, INC. /s/ Txxxx X. AdkinsBy: /s/ Txxx X. Xxx Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGEMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: ROSE CITY PRESS /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: CAPITOL BUSINESS EQUIPMENT, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx (SEAL) Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: TXXXXXXX’X OF MORGANTOWN, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer WITNESS the due execution hereof of this Amended and Restated Subsidiaries Guaranty as a document under seal, as of the date first written above with the intent to be legally bound hereby. WARNING—BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. ATTEST: DIEZ BUSINESS MACHINES, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: TRANSDATA SYSTEMS, INC, /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx (SEAL) Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer ATTEST: INDEPENDENT PRINTING SERVICE, INC. /s/ Txxxx X. Xxxxxx By: /s/ Txxx X. Xxx Print Name: Txxxx X. Xxxxxx Print Name: Txxx X. Xxx Title: VP of Administration Title: Vice President & Chief Financial Officer Schedule 12 Schedule of Addresses for Notices to Guarantors All notices to any Guarantor shall be sent to the following address: c/o Champion Industries, Inc. P.O. Box 2968 Kxxx Industrial Pxxx Xxxxxxxxxx Xxxx Xxxxx 0 Xxxxxxxxxx, Xxxx Xxxxxxxx 00000 Attn: Txxx X. Xxx Vice President & Chief Financial Officer Telephone: (000) 000-0000 Facsimile: (000) 000-0000
Attorney Each Party acknowledges and accepts that, if a Party is represented by an attorney in connection with the signing and/or execution of this Agreement or any other agreement, deed or document referred to in this Agreement or made pursuant to this Agreement and the power of attorney is governed by Dutch law, that the existence and extent of the attorney’s authority and the effects of the attorney’s exercise or purported exercise of its authority shall be governed by Dutch law.
Powers of Attorney There are no outstanding powers of attorney executed on behalf of the Company.
Power of Attorney A. Each Limited Partner and each Assignee constitutes and appoints the General Partner, any Liquidator, and authorized officers and attorneys-in-fact of each, and each of those acting singly, in each case with full power of substitution, as its true and lawful agent and attorney-in-fact, with full power and authority in its name, place and stead to:
Banks; Powers of Attorney Schedule 5.15 is a complete and correct list showing (i) the names of each bank in which the Company has an account or safe deposit box and the names of all persons authorized to draw thereon or who have access thereto, and (ii) the names of all persons, if any, holding powers of attorney from the Company.
Grant of Power of Attorney Contributor does hereby irrevocably appoint the Operating Partnership (or its designee) and each of them individually and any successor thereof from time to time (such Operating Partnership or designee or any such successor of any of them acting in his, her or its capacity as attorney-in-fact pursuant hereto, the "Attorney-in-Fact") as the true and lawful attorney-in-fact and agent of Contributor, to act in the name, place and stead of Contributor to make, execute, acknowledge and deliver all such other contracts, orders, receipts, notices, requests, instructions, certificates, consents, letters and other writings (including, without limitation, the execution of any Closing Documents or other documents relating to the acquisition by the Operating Partnership of Contributor's Partnership Interest), to provide information to the Securities and Exchange Commission and others about the transactions contemplated hereby and, in general, to do all things and to take all actions which the Attorney-in-Fact in its sole discretion may consider necessary or proper in connection with or to carry out the transactions contemplated by this Contribution Agreement, as fully as could Contributor if personally present and acting. Further, Contributor hereby grants to Attorney-in-Fact a proxy (the "Proxy") to vote Contributor's Partnership Interest on any matter related to the Formation Transactions presented to the partners of any of the Partnerships for a vote, including, but not limited to, the transfer of interests in any of the Partnerships by the other partners. Each of the Power of Attorney and Proxy and all authority granted hereby shall be coupled with an interest and therefore shall be irrevocable and shall not be terminated by any act of Contributor, by operation of law or by the occurrence of any other event or events, and if any other such act or events shall occur before the completion of the transactions contemplated by this Contribution Agreement, the Attorney-in-Fact shall nevertheless be authorized and directed to complete all such transactions as if such other act or events had not occurred and regardless of notice thereof. Contributor agrees that, at the request of the Operating Partnership, it will promptly execute a separate power of attorney and proxy on the same terms set forth in this ARTICLE 6, such execution to be witnessed and notarized. Contributor hereby authorizes the reliance of third parties on each of the Power of Attorney and Proxy. Contributor acknowledges that the Operating Partnership has, and any designee or successor thereof acting as Attorney-in-Fact may have, an economic interest in the transactions contemplated by this Contribution Agreement.
Bank Accounts; Powers of Attorney Section 3.22 of the Company Disclosure Schedule sets forth a true and complete list of (a) all bank accounts or safe deposit boxes under the control or for the benefit of the Company and, to the Knowledge of the Company, the other Group Companies, (b) the names of all persons authorized to draw on or have access to such accounts and safe deposit boxes, and (c) all outstanding powers of attorney or similar authorizations granted by the Company and, to the Knowledge of the Company, the other Group Companies.
Special Power of Attorney (a) Each Member hereby irrevocably makes, constitutes and appoints each Director, acting severally, and any liquidator of the Company’s assets appointed pursuant to Section 6.2 hereof with full power of substitution, the true and lawful representatives and attorneys-in-fact of, and in the name, place and stead of, such Member, with the power from time to time to make, execute, sign, acknowledge, swear to, verify, deliver, record, file and/or publish:
The Custody Agreement and Power of Attorney Each of the (i) Custody Agreement signed by such Selling Stockholder and [___], as custodian (the "Custodian"), relating to the deposit of the Common Shares to be sold by such Selling Stockholder (the "Custody Agreement") and (ii) Power of Attorney appointing certain individuals named therein as such Selling Stockholder's attorneys-in-fact (each, an "Attorney-in-Fact") to the extent set forth therein relating to the transactions contemplated hereby and by the Prospectus (the "Power of Attorney"), of such Selling Stockholder has been duly authorized, executed and delivered by such Selling Stockholder and is a valid and binding agreement of such Selling Stockholder, enforceable in accordance with its terms, except as rights to indemnification thereunder may be limited by applicable law and except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.
