Appointment of the Agents Clause Samples

Appointment of the Agents. (A) Each other Finance Party (other than the relevant Agent) appoints each Agent to act in that capacity under and in connection with the Finance Documents. (B) Each other Finance Party authorises each Agent to exercise the rights, powers, authorities and discretions specifically given to that Agent under or in connection with the Finance Documents together with any other incidental rights, powers, authorities and discretions.

Appointment of the Agents. Each Lender irrevocably appoints the Administrative Agent and the Collateral Agent to exercise on its behalf the rights and powers delegated to the Administrative Agent or the Collateral Agent (as applicable) hereunder and authorizes each Agent to take any action necessary for the performance of its duties. Whenever acting in such capacity, the Agent concerned represents and binds all Lenders.

Appointment of the Agents. (a) Each Lender appoints its Relevant Facility Agent to act as its agent under and in connection with the Finance Documents and authorises its Relevant Facility Agent to exercise the rights, powers, authorities and discretions specifically given to such Facility Agent under or in connection with the Finance Documents together with any other incidental rights, powers, authorities and discretions. (b) Each Lender and each Hedging Party appoints the Intercreditor Agent to act as its agent under and in connection with the Finance Documents and authorises the Intercreditor Agent to exercise the rights, powers, authorities and discretions specifically given to the Intercreditor Agent under or in connection with the Finance Documents together with any other incidental rights, powers, authorities and discretions. (c) Each Lender, each Hedging Party and each Obligor appoints the Accounts Bank and, if applicable, the Operating Accounts Bank to act as its agent under and in connection with the Finance Documents and authorises the Accounts Bank and, if applicable, the Operating Accounts Bank to exercise the rights, powers, authorities and discretions specifically given to the Accounts Bank and the Operating Accounts Bank, as applicable, under or in connection with the Finance Documents together with any other incidental rights, powers, authorities and discretions. (d) Each Secured Party (other than the Security Trustee) appoints the Security Trustee to act as its agent and trustee under and in connection with the Finance Documents and to hold the Secured Collateral as a trustee for and on behalf of the Secured Parties and each Secured Party (other than the Security Trustee) authorises the Security Trustee to exercise the rights, powers, authorities and discretions specifically given to the Security Trustee under or in connection with the Finance Documents in accordance with the Finance Documents and together with any other incidental rights, powers, authorities and discretions. (e) Each Obligor confirms each such appointment on the terms and conditions of this Agreement and each other Finance Document. (f) The execution of this Agreement by each Agent shall be deemed an acceptance by such Agent of its appointment under this Clause 31.1 and an agreement to act as agent on behalf of the appointing Parties and, in the case of the Security Trustee, to hold the Security on trust for the Secured Parties, in each case in accordance with this Agreement and the other Finance D...

Appointment of the Agents. The Issuer appoints the Fiscal Agent as its fiscal, principal paying, transfer and calculation agent in respect of the Notes upon the terms and subject to the conditions set forth herein and in the Notes, and the Fiscal Agent hereby accepts such appointment. The Fiscal Agent, and any successor or successors of such Fiscal Agent qualified and appointed in accordance with Section 9 hereof, are herein referred to as if appointed hereunder. The Issuer appoints the Registrar as its registrar in respect of the Notes upon the terms and subject to the conditions set forth herein and in the Notes, and the Registrar hereby accepts such appointment. The Registrar, and any successor or successors of such Registrar qualified and appointed in accordance with Section 9 hereof, are herein referred to as if appointed hereunder. The Agents shall have the powers and authority granted to and conferred upon it in this Agreement and the and such further powers and authority to act on behalf of the Issuer as may be mutually agreed upon by the Issuer and the Agents. All of the terms and provisions with respect to such powers and authority contained in the Notes are subject to and governed by the terms and provisions hereof and thereof. The obligations of the Agents are several and not joint.

Appointment of the Agents. Each of the other Finance Parties appoints the Facility Agent to act as its agent under and in connection with the Finance Documents and authorises the Facility Agent to exercise the rights, powers, authorities and discretions specifically delegated to it under or in connection with the Finance Documents together with any other incidental rights, powers, authorities and discretions.

Appointment of the Agents. 2.1 The Issuers and the Guarantor hereby appoint Deutsche Bank AG, London Branch, and Deutsche Bank AG, London Branch agrees to act as Issuing and Paying Agent in respect of the Notes in accordance with the terms and conditions set out herein. 2.2 The Issuing and Paying Agent shall have the powers and authorities granted to and conferred upon it by this Agreement and such further powers and authorities to act on behalf of the Issuers and the Guarantor that the Issuers and the Guarantor may grant to it and as are reasonably acceptable to the Issuing and Paying Agent. 2.3 The Issuers and the Guarantor agree that Notes may be completed, issued, authenticated, delivered, kept and generally handled by the Issuing and Paying Agent on the instructions of the relevant Issuer or the Guarantor in the manner contemplated by this Agreement. 2.4 In the case of floating rate interest bearing and Index-Linked Notes, the Issuing and Paying Agent agrees to make the determinations and carry out the other duties ascribed to it as Calculation Agent pursuant to the Conditions of such Notes (including, in the case of Index-Linked Notes, determining the redemption amount of and/or, if applicable, the amount of interest payable on, each such Note in accordance with the redemption calculation thereto) unless (i) (in the case of Index-Linked Notes) the relevant Dealer has agreed with the relevant Issuer or the Guarantor to act as Calculation Agent or (ii) (in any case) the Issuing and Paying Agent has informed the relevant Issuer or the Guarantor that it does not wish to be appointed as Calculation Agent within two Business Days of having been so notified. The Calculation Agent shall as soon as it has made its determination (and in any event, no later than the close of business on the date on which the determination is made) notify the relevant Issuer, the Guarantor and the Issuing and Paying Agent (if other than the Calculation Agent) of the redemption amount and/or if applicable the amount of interest so payable. 2.5 Any reference herein to the “Issuing and Paying Agent” or its “specified office” shall be deemed to include such other agent or office of the Issuing and Paying Agent (as the case may be) as may be appointed or specified from time to time hereunder.

Appointment of the Agents. (a) Each Lender appoints and designates Bank of America as the “Administrative Agent” hereunder and under the Loan Documents. (b) Each Lender appoints and designates Bank of America as the “Collateral Agent” hereunder and under the Loan Documents. (c) Each Lender authorizes each Agent: (i) To execute those of the Loan Documents and all other instruments relating thereto to which that Agent is a party. (ii) To take such action on behalf of the Lenders and to exercise all such powers as are expressly delegated to that Agent hereunder and in the Loan Documents and all related documents, together with such other powers as are reasonably incident thereto.

Appointment of the Agents. (a) Each Lender appoints and designates PWJ Lending LLC as the "Administrative Agent" and as "Collateral Agent" hereunder and under the Loan Documents. (b) Each Lender authorizes the Agents: (i) To execute those of the Loan Documents and all other instruments relating thereto to which the Agents are a party. (ii) To take such action on behalf of the Lenders and to exercise all such powers as are expressly delegated to the Agents hereunder and in the Loan Documents and all related documents, together with such other powers as are reasonably incidental thereto.

Appointment of the Agents. (a) Each Lender appoints and designates PWJ Lending II LLC as the “Administrative Agent” and as “Collateral Agent” hereunder and under the Loan Documents. (b) Each Lender authorizes the Agents: (i) To execute those of the Loan Documents and all other instruments relating thereto to which the Agents are a party. (ii) To take such action on behalf of the Lenders and to exercise all such powers as are expressly delegated to the Agents hereunder and in the Loan Documents and all related documents, together with such other powers as are reasonably incidental thereto. (c) Without limiting the generality of the foregoing, each Agent and each Lender hereby grants to the Agents all requisite authority to (i) enter into or otherwise become bound by (A) the Intercreditor Agreement, with respect to the obligations of the Borrower and its Subsidiaries under the Senior Loan Documents, and (B) any other intercreditor and subordination agreement, in form and substance satisfactory to the Agents, with respect to any other Indebtedness of the Borrower or any of its Subsidiaries permitted under this Credit Agreement, and (ii) bind the Agents and the Lenders to each such agreement by the Agents’ entering into or otherwise becoming bound thereby. Each Agent and each Lender further agrees that (x) no further consent or approval on the part of any Agent or any Lender is or will be required in connection with the performance of any such agreement, and (y) any action taken (or not taken) by any Agent in accordance with the terms of any such agreement, and the exercise by any Agent of its powers set forth therein, together with such other powers that are reasonably incidental thereto, shall be binding upon all of the Agents and the Lenders.