Common use of Trustee Appointed Attorney-in-Fact Clause in Contracts

Trustee Appointed Attorney-in-Fact. The Pledgor hereby constitutes and appoints the Trustee its attorney-in-fact, during the occurrence and continuance of an Event of Default, for the purpose of carrying out the provisions, but subject to the terms and conditions, of this Pledge Agreement and taking any action and executing any instrument, including, without limitation, any financing statement or continuation statement, and taking any other action to maintain the validity, perfection, priority and enforcement of the security interest intended to be created hereunder, that the Trustee may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; PROVIDED, HOWEVER, that nothing herein contained shall be construed as requiring or obligating the Trustee to make any commitment or to make any inquiry as to the nature or sufficiency of any payment received by it, or to present or file any claim or notice, or to take any action with respect to the Pledged Collateral or any part thereof or the monies due or to become due in respect thereof or any property covered thereby, and no action taken or omitted or any part thereof shall give rise to any defense, counterclaim or right of action against the Trustee, unless the Trustee's actions are taken or omitted to be taken with gross negligence or bad faith or constitute willful misconduct.

Trustee Appointed Attorney-in-Fact. The Pledgor In addition to all of the powers granted to the Trustee pursuant to the Indenture, the Grantor hereby constitutes and irrevocably appoints the Trustee its attorney-in-factfact (which appointment is coupled with an interest and is irrevocable), during with full authority in the place and stead of the Grantor and in the name of the Grantor or otherwise and with full power of substitution, from time to time upon the occurrence and continuance during the continuation of an Event of Default, for the purpose of carrying out the provisions, but subject to the terms and conditions, of this Pledge Agreement and taking take any action and executing to execute any instrumentinstrument to accomplish the purposes of this Agreement (it being understood that the Trustee will not be required to act unless otherwise set forth herein or in the Indenture), including, without limitation: (a) after the occurrence and during the continuation of an Event of Default, any financing statement or continuation statementto ask for, demand, collect, sue xxx, recover, compromise, receive, and taking give acquittance and receipts for, moneys due and to become due under or in respect of any other action to maintain the validity, perfection, priority and enforcement of the security Collateral; (b) to receive, endorse and collect any drafts, instruments or other documents or any chattel paper in connection with this Agreement (including, without limitation, all instruments representing or evidencing any interest intended payment or other distribution in respect of the Security Collateral or any part thereof) and to give full discharge for the same; (c) to sell, transfer, assign or otherwise deal with the Collateral or any part thereof under, and in accordance with, the terms of the Indenture or Section 14 in the same manner and to the same extent as if the Trustee was the absolute owner thereof; and (d) upon the occurrence and during the continuation of any Event of Default, to file any claims or take any action or institute any proceedings that may be created hereunder, necessary or that the Trustee may deem necessary desirable for the collection of any of the Collateral or advisable otherwise to accomplish enforce the purposes hereof, which appointment is irrevocable and coupled with an interest; PROVIDED, HOWEVER, that nothing herein contained shall be construed as requiring or obligating rights of the Trustee to make any commitment or to make any inquiry as to the nature or sufficiency of any payment received by it, or to present or file any claim or notice, or to take any action with respect to any of the Pledged Collateral or any part thereof or the monies due or to become due in respect thereof or any property covered thereby, and no action taken or omitted or any part thereof shall give rise to any defense, counterclaim or right of action against the Trustee, unless the Trustee's actions are taken or omitted to be taken with gross negligence or bad faith or constitute willful misconductCollateral.

Trustee Appointed Attorney-in-Fact. The Pledgor Grantor hereby constitutes and irrevocably appoints the Trustee its attorney-in-factfact (which appointment is coupled with an interest and is irrevocable), during with full authority in the place and stead of the Grantor and in the name of the Grantor or otherwise and with full power of substitution, from time to time upon the occurrence and continuance during the continuation of an Event of Default, for the purpose of carrying out the provisions, but subject to the terms and conditions, of this Pledge Agreement and taking take any action and executing to execute any instrumentinstrument to accomplish the purposes of this Agreement (it being understood that the Trustee will not be required to act unless otherwise set forth herein or in the Indenture), including, without limitation: (a) to ask for, any financing statement or continuation statementdemand, collect, sue xxx, recover, compromise, receive, and taking give acquittance and receipts for, moneys due and to become due under or in respect of any other action to maintain the validity, perfection, priority and enforcement of the security Collateral; (b) to receive, endorse and collect any drafts, instruments or other documents or any chattel paper in connection with this Agreement (including, without limitation, all instruments representing or evidencing any interest intended payment or other distribution in respect of the Security Collateral or any part thereof) and to give full discharge for the same; (c) to sell, transfer, assign or otherwise deal with the Collateral or any part thereof under, and in accordance with, the terms of the Indenture or Section 14 in the same manner and to the same extent as if the Trustee was the absolute owner thereof; and (d) upon the occurrence and during the continuation of any Event of Default, to file any claims or take any action or institute any proceedings that may be created hereunder, necessary or that the Trustee may deem necessary prudent for the collection of any of the Collateral or advisable otherwise to accomplish enforce the purposes hereof, which appointment is irrevocable and coupled with an interest; PROVIDED, HOWEVER, that nothing herein contained shall be construed as requiring or obligating rights of the Trustee to make any commitment or to make any inquiry as to the nature or sufficiency of any payment received by it, or to present or file any claim or notice, or to take any action with respect to any of the Pledged Collateral or any part thereof or the monies due or to become due in respect thereof or any property covered thereby, and no action taken or omitted or any part thereof shall give rise to any defense, counterclaim or right of action against the Trustee, unless the Trustee's actions are taken or omitted to be taken with gross negligence or bad faith or constitute willful misconductCollateral.

Trustee Appointed Attorney-in-Fact. The Pledgor hereby constitutes and appoints the Trustee its attorney-in-fact, during the occurrence and continuance of an Event of Default, fact for the purpose of carrying out the provisions, but subject to the terms and conditions, of this Pledge Agreement and taking any action and executing any instrument, including, without limitation, any financing statement or continuation statement, and taking any other action to maintain the validity, perfection, priority and enforcement of the security interest intended to be created hereunder, that the Trustee may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; PROVIDEDprovided, HOWEVERhowever, that nothing herein contained shall be construed as requiring or obligating the Trustee to make any commitment or to make any inquiry as to the nature or sufficiency of any payment received by it, or to present or file any claim or notice, or to take any action with respect to the Pledged Collateral or any part thereof or the monies due or to become due in respect thereof or any property covered thereby, and no action taken or omitted or any part thereof shall give rise to any defense, counterclaim or right of action against the Trustee, unless the Trustee's actions are taken or omitted to be taken with gross negligence or bad faith or constitute willful misconduct.

Trustee Appointed Attorney-in-Fact. The Pledgor hereby constitutes and appoints the Trustee its attorney-in-fact, during the occurrence and continuance of an Event of Default, fact for the purpose of carrying out the provisions, but subject to the terms and conditions, of this Pledge Agreement and taking any action and executing any instrument, including, without limitation, any financing statement or continuation statement, and taking any other action to maintain the validity, perfection, priority and enforcement of the security interest intended to be created hereunder, that the Trustee may reasonably deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; PROVIDEDprovided, HOWEVERhowever, that nothing herein contained shall be construed as requiring or obligating the Trustee to make any commitment or to make any inquiry as to the nature or sufficiency of any payment received by it, or to present or file any claim or notice, or to take any action with respect to the Pledged Collateral or any part thereof or the monies due or to become due in respect thereof or any property covered thereby, and no action taken or omitted or any part thereof shall give rise to any defense, counterclaim or right of action against the Trustee, unless the Trustee's Trustee actions are taken or omitted to be taken with gross negligence or bad faith or constitute willful misconduct.

Trustee Appointed Attorney-in-Fact. The Pledgor hereby constitutes and appoints the Trustee its attorney-in-fact, during the occurrence and continuance of an Event of Default, fact for the purpose of carrying out the provisions, but subject to the terms and conditions, of this Pledge Agreement and taking any action and executing any instrument, including, without limitation, any financing statement or continuation statement, and taking any other action to maintain the validity, perfection, priority and enforcement of the security interest intended to be created hereunder, that the Trustee may reasonably deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest; PROVIDEDprovided, HOWEVERhowever, that nothing herein contained shall be construed as requiring or obligating the Trustee to make any commitment or to make any inquiry as to the nature or sufficiency of any payment received by it, or to present or file any claim or notice, or to take any action with respect to the Pledged Collateral or any part thereof or the monies due or to become due in respect thereof or any property covered thereby, and no action taken or omitted or any part thereof shall give rise to any defense, counterclaim or right of action against the Trustee, unless the Trustee's actions are taken or omitted to be taken with gross negligence or bad faith or constitute willful misconduct.

Trustee Appointed Attorney-in-Fact. The Pledgor In addition to all of the powers granted to the Trustee pursuant to the Indenture, the Grantor hereby constitutes and irrevocably appoints the Trustee its attorney-in-factfact (which appointment is coupled with an interest and is irrevocable), during with full authority in the place and stead of the Grantor and in the name of the Grantor or otherwise and with full power of substitution, from time to time upon the occurrence and continuance during the continuation of an Event of Default, for the purpose of carrying out the provisions, but subject to the terms and conditions, of this Pledge Agreement and taking take any action and executing to execute any instrumentinstrument to accomplish the purposes of this Agreement (it being understood that the Trustee will not be required to act unless otherwise set forth herein or in the Indenture), including, without limitation: (a) upon the occurrence and during the continuation of an Event of Default, any financing statement or continuation statementto ask for, demand, collect, sue xxr, recover, compromise, receive, and taking give acquittance and receipts for, moneys due and to become due under or in respect of any other action to maintain the validity, perfection, priority and enforcement of the security Collateral; (b) to receive, endorse and collect any drafts, instruments or other documents or any chattel paper in connection with this Agreement (including, without limitation, all instruments representing or evidencing any interest intended payment or other distribution in respect of the Security Collateral or any part thereof) and to give full discharge for the same; (c) to sell, transfer, assign or otherwise deal with the Collateral or any part thereof under, and in accordance with, the terms of the Indenture or Section 14 in the same manner and to the same extent as if the Trustee was the absolute owner thereof; and (d) upon the occurrence and during the continuation of any Event of Default, to file any claims or take any action or institute any proceedings that may be created hereunder, necessary or that the Trustee may deem necessary desirable for the collection of any of the Collateral or advisable otherwise to accomplish enforce the purposes hereof, which appointment is irrevocable and coupled with an interest; PROVIDED, HOWEVER, that nothing herein contained shall be construed as requiring or obligating rights of the Trustee to make any commitment or to make any inquiry as to the nature or sufficiency of any payment received by it, or to present or file any claim or notice, or to take any action with respect to any of the Pledged Collateral or any part thereof or the monies due or to become due in respect thereof or any property covered thereby, and no action taken or omitted or any part thereof shall give rise to any defense, counterclaim or right of action against the Trustee, unless the Trustee's actions are taken or omitted to be taken with gross negligence or bad faith or constitute willful misconductCollateral.