Common use of Authorization of Agent Clause in Contracts

Authorization of Agent. Each of Holdings and Borrower hereby irrevocably authorizes and empowers Agent or its agent, in Agent’s sole discretion, at any time that an Event of Default has occurred and is continuing under the Credit Agreement, to (i) assert,. either directly or on behalf of Holdings or Borrower, any claims Holdings and/or Borrower may have from time to time against Seller with respect to the Purchase Agreement, including, but not limited to, claims relating to Seller Undertakings and Seller Indemnities, (ii) receive and collect any and all damages, awards and other monies resulting therefrom and (iii) apply any of the amounts described in clause (ii) preceding to the payment of Borrower’s Obligations. Each of Holdings and Borrower hereby appoints Agent (and all officers, employees or agents designated by Agent), from and after the occurrence and during the continuance of an Event of Default, as its true and lawful attorney (and agent-in-fact) for the purpose of enabling Agent or its agent to assert and collect such claims and to apply such monies in the manner set forth herein, which appointment, being coupled with an interest, is irrevocable.