Common use of Appointment and Authorization of Agent Clause in Contracts

Appointment and Authorization of Agent. Each of the Lenders and each of the Issuing Lenders hereby irrevocably appoints and authorizes Bank of America to act on its behalf as the Agent hereunder and under the other Credit Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Section are solely for the benefit of the Agent, the Lenders and each Issuing Lender, and neither the Borrower nor any other Credit Party shall have rights as a third party beneficiary of any of such provisions. The Agent shall also act as the collateral agent under the Credit Documents, and each of the Lenders (in its capacities as a Lender and Swingline Lender (if applicable)) and each Issuing Lender hereby irrevocably appoints and authorizes the Agent to act as the agent of such Lender and each Issuing Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent and any co-agents, sub-agents and attorneys-in-fact appointed by the Agent pursuant to Section 10.2 for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Documents, or for exercising any rights and remedies thereunder at the direction of the Agent), shall be entitled to the benefits of all provisions of this Section 10 and Section 11 (including Section 11.5(c), as though such co-agents, sub-agents and attorneys-in-fact were the collateral agent under the Credit Documents) as if set forth in full herein with respect thereto.

Appointment and Authorization of Agent. (a) Each of the Lenders and each of the Issuing Lenders L/C issuer hereby irrevocably appoints and authorizes Bank of America to act on its behalf as the Agent hereunder and under the other Credit Loan Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or and thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Section Article are solely for the benefit of the Agent, the Lenders and each Issuing Lenderthe L/C Issuer, and neither the Borrower nor any other Credit Loan Party shall have rights as a third party beneficiary of any of such provisions. The . (b) Agent shall also act as the “collateral agent agent” under the Credit Loan Documents, and each of the Lenders (in its capacities as a Lender and Swingline Lender (if applicable)) and each Issuing Lender the L/C Issuer hereby irrevocably appoints and authorizes the Agent to act as the agent of such Lender and each Issuing Lender the L/C Issuer for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Loan Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent Agent, as “collateral agent” and any co-agents, sub-agents and attorneys-in-fact appointed by the Agent pursuant to Section 10.2 9.05 or otherwise for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Documents, or for exercising any rights and remedies thereunder at the direction of the Agent), shall be entitled to the benefits of all provisions of this Section 10 Article IX and Section 11 (including Section 11.5(c)Article X, as though such co-agents, sub-agents and attorneys-in-fact were the “collateral agent agent” under the Credit Documents) Loan Documents as if set forth in full herein with respect thereto.

Appointment and Authorization of Agent. (a) Each of the Lenders and each of the Issuing Lenders L/C Issuer hereby irrevocably appoints and authorizes Bank of America to act on its behalf as the Agent hereunder and under the other Credit Loan Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or and thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Section Article IX are solely for the benefit of the Agent, the Lenders and each Issuing Lenderthe L/C Issuer, and neither the Borrower nor any other Credit Loan Party shall have rights as a third party beneficiary of any of such provisions. The . (b) Agent shall also act as the “collateral agent agent” under the Credit Loan Documents, and each of the Lenders (in its capacities as a Lender and Swingline Lender (if applicable)) and each Issuing Lender the L/C Issuer hereby irrevocably appoints and authorizes the Agent to act as the agent of such Lender and each Issuing Lender the L/C Issuer for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Loan Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent Agent, as “collateral agent” and any co-agents, sub-agents and attorneys-in-fact appointed by the Agent pursuant to Section 10.2 9.05 or otherwise for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Documents, or for exercising any rights and remedies thereunder at the direction of the Agent), shall be entitled to the benefits of all provisions of this Section 10 Article IX and Section 11 (including Section 11.5(c)Article X, as though such co-agents, sub-agents and attorneys-in-fact were the “collateral agent agent” under the Credit Documents) Loan Documents as if set forth in full herein with respect thereto.

Appointment and Authorization of Agent. (a) Each of the Lenders and each of the Issuing Lenders L/C issuer hereby irrevocably appoints and authorizes Bank of America the West to act on its behalf as the Agent hereunder and under the other Credit Loan Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or and thereof, together with such actions and powers as are reasonably incidental thereto. The Subject to Section 11.18, the provisions of this Section Article are solely for the benefit of the Agent, the Lenders and each Issuing Lenderthe L/C Issuer, and neither the any Borrower nor any other Credit Loan Party shall have rights as a third party beneficiary of any of such provisions. The . (b) Agent shall also act as the “collateral agent agent” under the Credit Loan Documents, and each of the Lenders (in its capacities as a Lender and Swingline Lender (if applicable)) and each Issuing Lender the L/C Issuer hereby irrevocably appoints and authorizes the Agent to act as the agent Agent of such Lender Lender, the L/C Issuer and each Issuing Lender the other Guaranteed and Secured Parties for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Loan Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent Agent, as “collateral agent” and any co-agents, sub-agents and attorneys-in-fact appointed by the Agent pursuant to Section 10.2 10.05 or otherwise for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Security Documents, or for exercising any rights and remedies thereunder at the direction of the Agent), Agent shall be entitled to the benefits of all provisions of this Section 10 Article IX and Section 11 (including Section 11.5(c)Article X, as though such co-agents, sub-agents subagents and attorneys-in-fact were the “collateral agent agent” under the Credit Documents) Loan Documents as if set forth in full herein with respect thereto.,

Appointment and Authorization of Agent. (a) Each of the Lenders and each of the Issuing Lenders Lender hereby irrevocably appoints and authorizes Bank authorizes, and hereby agrees that it will require any assignee of America any of its interests herein (other than the holder of a participation in its interests herein) to act on its behalf as the Agent hereunder appoint and under the other Credit Documents and authorizes authorize the Agent to take such actions as agent on its behalf and to exercise such powers hereunder as are delegated to the Agent by such Lender by the terms hereof or thereofhereof, together with such actions and powers as are reasonably incidental thereto. The Neither the Agent nor any of its directors, officers, employees or agents shall be liable to any of the Lenders for any action taken or omitted to be taken by it or them hereunder or in connection herewith, except for its own gross negligence or wilful misconduct and each Lender hereby acknowledges that the Agent is entering into the provisions of this Section are solely 14.1 on its own behalf and as agent and trustee for its directors, officers, employees and agents. (b) Without prejudice to the benefit provisions of the Agent, the Lenders and each Issuing Lender, and neither the Borrower nor Section 14.1(a) or under any other Credit Party shall have rights as a third party beneficiary of any of such provisions. The Agent shall also act as Loan Document and to the collateral agent under the Credit Documentsextent applicable, and each of the Lenders hereby acknowledges that the Agent (or a collateral agent designated by the Agent) shall, for the purposes of holding any security granted any Obligor on the property of such Obligor pursuant to the laws of the Province of Quebec, be the holder of an irrevocable power of attorney (fonde de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) for all present and future Lenders and in its capacities as particular for all present and future holders of any bond issued an Obligor to the Agent and secured by a Lender and Swingline Lender (if applicable)) and each Issuing Lender hypothec granted by such Obligor pursuant to the laws of the Province of Quebec. Each of the Lenders hereby irrevocably appoints and authorizes constitutes, to the Agent to act as the agent of such Lender and each Issuing Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connectionextent necessary, the Agent (or such designated collateral agent) as the holder of such irrevocable power of attorney (fonde de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) in order to hold security granted by such Obligor in the Province of Quebec. Each Transferee shall be deemed to have confirmed and ratified the constitution of the Agent as the holder of such irrevocable power of attorney (fonde de pouvoir) by execution of the relevant form of assignment. Notwithstanding the provisions of Section 32 of An Act respecting the Special Powers of Legal Persons (Quebec), the Borrowers, for and on their own behalf on behalf of the Guarantors, and the Lenders irrevocably agree that the Agent may acquire and be the holder of any co-agents, sub-agents bond issued by an Obligor and attorneys-in-fact appointed secured by a hypothec granted by the Agent such Obligor pursuant to Section 10.2 for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Documents, or for exercising any rights and remedies thereunder at the direction laws of the Agent)Province of Quebec at any time and from time to time. The Borrowers, shall be entitled to for and on their own behalf on behalf of the benefits Guarantors, hereby acknowledge that any such bond constitutes a title of all provisions of this Section 10 and Section 11 (including Section 11.5(c)indebtedness, as though such co-agents, sub-agents and attorneys-in-fact were term is used in Article 2692 of the collateral agent under the Credit Documents) as if set forth in full herein with respect theretoCivil Code of Quebec.

Appointment and Authorization of Agent. (a) Each of the Lenders Banks and each of the Issuing Lenders Bank hereby irrevocably appoints and authorizes Bank of America to act on its behalf as the Agent hereunder and under the other Credit Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Section Article are solely for the benefit of the Agent, the Lenders Banks and each the Issuing LenderBank, and neither the Borrower nor any other Credit Party shall not have rights as a third party beneficiary of any of such provisionsprovisions except for the Borrower’s consultation rights explicitly set forth in Section 8.6. The Agent shall also act as It is understood and agreed that the collateral agent under the Credit Documents, and each use of the Lenders (term “agent” herein or in its capacities as a Lender and Swingline Lender (if applicable)) and each Issuing Lender hereby irrevocably appoints and authorizes the Agent to act as the agent of such Lender and each Issuing Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the other Credit Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent and any co-agents, sub-agents and attorneys-in-fact appointed by the Agent pursuant to Section 10.2 for purposes of holding or enforcing any Lien on the Collateral Documents (or any portion thereofother similar term) granted with reference to the Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under the Collateral Documentsagency doctrine of any applicable Legal Requirements. Instead such term is used as a matter of market custom, and is intended to create or for exercising any rights and remedies thereunder at the direction reflect only an administrative relationship between contracting parties. (b) The Issuing Bank shall act on behalf of the Agent)Banks with respect to any Letters of Credit issued by it and the documents associated therewith, and the Issuing Bank shall be entitled have all of the benefits and immunities (i) provided to the benefits Agent in this Article VIII with respect to any acts taken or omissions suffered by the Issuing Bank in connection with Letters of all provisions Credit issued by it or proposed to be issued by it and the applications and agreements for letters of credit pertaining to such Letters of Credit as fully as if the term “Agent” as used in this Section 10 Article VIII and Section 11 in the definition of “Agent-Related Person” included the Issuing Bank with respect to such acts or omissions, and (including Section 11.5(c), as though such co-agents, sub-agents and attorneys-in-fact were the collateral agent under the Credit Documentsii) as if set forth in full additionally provided herein with respect theretoto the Issuing Bank.

Appointment and Authorization of Agent. (a) Each of the Lenders and each of the Issuing Lenders L/C issuer hereby irrevocably appoints and authorizes Bank of America the West to act on its behalf as the Agent hereunder and under the other Credit Loan Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or and thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Section Article are solely for the benefit of the Agent, the Lenders and each Issuing Lenderthe L/C Issuer, and neither the Borrower nor any other Credit Loan Party shall have rights as a third party beneficiary of any of such provisions. The . (b) Agent shall also act as the “collateral agent agent” under the Credit Loan Documents, and each of the Lenders (in its capacities as a Lender and Swingline Lender (if applicable)) and each Issuing Lender the L/C Issuer hereby irrevocably appoints and authorizes the Agent to act as the agent Agent of such Lender and each Issuing Lender the L/C Issuer for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Loan Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent Agent, as “collateral agent” and any co-agents, sub-agents and attorneys-in-fact appointed by the Agent pursuant to Section 10.2 9.05 or otherwise for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Security Documents, or for exercising any rights and remedies thereunder at the direction of the Agent), Agent shall be entitled to the benefits of all provisions of this Section 10 Article IX and Section 11 (including Section 11.5(c)Article X, as though such co-agents, sub-agents and attorneys-in-fact were the “collateral agent agent” under the Credit Documents) Loan Documents as if set forth in full herein with respect thereto.

Appointment and Authorization of Agent. (a) Each of the Lenders and each of the Issuing Lenders Lender hereby irrevocably appoints and authorizes Bank authorizes, and hereby agrees that it will require any assignee of America any of its interests herein (other than the holder of a participation in its interests herein) to act on its behalf as the Agent hereunder appoint and under the other Credit Documents and authorizes authorize the Agent to take such actions as agent on its behalf and to exercise such powers hereunder as are delegated to the Agent by such Lender by the terms hereof or thereofhereof, together with such actions and powers as are reasonably incidental thereto. The Neither the Agent nor any of its directors, officers, employees or agents shall be liable to any of the Lenders for any action taken or omitted to be taken by it or them hereunder or in connection herewith, except for its own gross negligence or wilful misconduct and each Lender hereby acknowledges that the Agent is entering into the provisions of this Section are solely 14.1 on its own behalf and as agent and trustee for its directors, officers, employees and agents. (b) Without prejudice to the benefit provisions of the Agent, the Lenders and each Issuing Lender, and neither the Borrower nor Section 14.1(a) or under any other Credit Party shall have rights as a third party beneficiary of any of such provisions. The Agent shall also act as Loan Document and to the collateral agent under the Credit Documentsextent applicable, and each of the Lenders hereby acknowledges that the Agent (or a collateral agent designated by the Agent) shall, for the purposes of holding any security granted any Obligor on the property of such Obligor pursuant to the laws of the Province of Quebec, be the holder of an irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) for all present and future Lenders and in its capacities as particular for all present and future holders of any bond issued an Obligor to the Agent and secured by a Lender and Swingline Lender (if applicable)) and each Issuing Lender hypothec granted by such Obligor pursuant to the laws of the Province of Quebec. Each of the Lenders hereby irrevocably appoints and authorizes constitutes, to the Agent to act as the agent of such Lender and each Issuing Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connectionextent necessary, the Agent (or such designated collateral agent) as the holder of such irrevocable power of attorney (fondé de pouvoir) (within the meaning of Article 2692 of the Civil Code of Quebec) in order to hold security granted by such Obligor in the Province of Quebec. Each Transferee shall be deemed to have confirmed and ratified the constitution of the Agent as the holder of such irrevocable power of attorney (fondé de pouvoir) by execution of the relevant form of assignment. Notwithstanding the provisions of Section 32 of An Act respecting the Special Powers of Legal Persons (Quebec), the Borrowers, for and on their own behalf on behalf of the Guarantors, and the Lenders irrevocably agree that the Agent may acquire and be the holder of any co-agents, sub-agents bond issued by an Obligor and attorneys-in-fact appointed secured by a hypothec granted by the Agent such Obligor pursuant to Section 10.2 for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Documents, or for exercising any rights and remedies thereunder at the direction laws of the Agent)Province of Quebec at any time and from time to time. The Borrowers, shall be entitled to for and on their own behalf on behalf of the benefits Guarantors, hereby acknowledge that any such bond constitutes a title of all provisions of this Section 10 and Section 11 (including Section 11.5(c)indebtedness, as though such co-agents, sub-agents and attorneys-in-fact were term is used in Article 2692 of the collateral agent under the Credit Documents) as if set forth in full herein with respect theretoCivil Code of Quebec.

Appointment and Authorization of Agent. (a) Each of the Lenders and each of the Issuing Lenders L/C issuerIssuer hereby irrevocably appoints and authorizes Bank of America the West to act on its behalf as the Agent hereunder and under the other Credit Loan Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or and thereof, together with such actions and powers as are reasonably incidental thereto. The Subject to Section 11.18, the provisions of this Section Article are solely for the benefit of the Agent, the Lenders and each Issuing Lenderthe L/C Issuer, and neither the any Borrower nor any other Credit Loan Party shall have rights as a third party beneficiary of any of such provisions. The It is understood and agreed that the use of the term “agent” herein or in any other Loan Documents (or any other similar term) with reference to Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable Law. Instead such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties. (b) Agent shall also act as the “collateral agent agent” under the Credit Loan Documents, and each of the Lenders (in its capacities as a Lender and Swingline Lender (if applicable)) and each Issuing Lender the L/C Issuer hereby irrevocably appoints and authorizes the Agent to act as the agent Agent of such Lender Lender, the L/C Issuer and each Issuing Lender the other Guaranteed and Secured Parties for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Loan Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent Agent, as “collateral agent” and any co-agents, sub-agents and attorneys-in-fact appointed by the Agent pursuant to Section 10.2 10.05 or otherwise for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Security Documents, or for exercising any rights and remedies thereunder at the direction of the Agent), Agent shall be entitled to the benefits of all provisions of this Section 10 Article IX and Section 11 (including Section 11.5(c)Article X, as though such co-agents, sub-agents subagents and attorneys-in-fact were the “collateral agent agent” under the Credit Documents) Loan Documents as if set forth in full herein with respect thereto.,

Appointment and Authorization of Agent. (a) Each of the Lenders and each of the Issuing Lenders L/C issuer hereby irrevocably appoints and authorizes Bank of America the West to act on its behalf as the Agent hereunder and under the other Credit Loan Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or and thereof, together with such actions and powers as are reasonably incidental thereto. The Subject to Section 11.18, the provisions of this Section Article are solely for the benefit of the Agent, the Lenders and each Issuing Lenderthe L/C Issuer, and neither the Borrower nor any other Credit Loan Party shall have rights as a third party beneficiary of any of such provisions. The . (b) Agent shall also act as the “collateral agent agent” under the Credit Loan Documents, and each of the Lenders (in its capacities as a Lender and Swingline Lender (if applicable)) and each Issuing Lender the L/C Issuer hereby irrevocably appoints and authorizes the Agent to act as the agent Agent of such Lender Lender, the L/C Issuer and each Issuing Lender the other Guaranteed and Secured Parties for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Loan Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent Agent, as “collateral agent” and any co-agents, sub-agents and attorneys-in-fact appointed by the Agent pursuant to Section 10.2 10.05 or otherwise for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Security Documents, or for exercising any rights and remedies thereunder at the direction of the Agent), Agent shall be entitled to the benefits of all provisions of this Section 10 Article IX and Section 11 (including Section 11.5(c)Article X, as though such co-agents, sub-agents and attorneys-in-fact were the “collateral agent agent” under the Credit Documents) Loan Documents as if set forth in full herein with respect thereto.

Appointment and Authorization of Agent. Each of the Lenders and each of the Issuing Lenders hereby irrevocably appoints and authorizes Bank of America ▇▇▇▇▇ Fargo to act on its behalf as the Agent hereunder and under the other Credit Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Section are solely for the benefit of the Agent, the Lenders and each Issuing Lender, and neither the Borrower nor any other Credit Party shall have rights as a third party beneficiary of any of such provisions. The Agent shall also act as the collateral agent under the Credit Documents, and each of the Lenders (in its capacities as a Lender and Swingline Lender (if applicable)) and each Issuing Lender hereby irrevocably appoints and authorizes the Agent to act as the agent of such Lender and each Issuing Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Credit Parties to secure any of the Credit Party Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent and any co-agents, sub-agents and attorneys-in-fact appointed by the Agent pursuant to Section 10.2 for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Documents, or for exercising any rights and remedies thereunder at the direction of the Agent), shall be entitled to the benefits of all provisions of this Section 10 and Section 11 (including Section 11.5(c), as though such co-agents, sub-agents and attorneys-in-fact were the collateral agent under the Credit Documents) as if set forth in full herein with respect thereto.