Common use of Authorization of the Manager Clause in Contracts

Authorization of the Manager. (a) Each of the Borrower, each Lender, the Administrative Agent, the Custodian and each Hedge Counterparty hereby authorizes the Manager (including any successor thereto) to take any and all reasonable steps in its name and on its behalf necessary or desirable and not inconsistent with the pledge of the Collateral to the Administrative Agent, on behalf of the Secured Parties, to collect all amounts due under any and all Loan Assets, including endorsing any of their names on checks and other instruments representing Collections, executing and delivering any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Loan Assets and, after the delinquency of any Loan Asset and to the extent permitted under and in compliance with Applicable Law, to commence proceedings with respect to enforcing payment thereof, to the same extent as the Borrower could do. The Borrower shall furnish the Manager (and any successors thereto) with any powers of attorney and other documents necessary or appropriate to enable the Manager to carry out its servicing and administrative duties hereunder, and shall cooperate with the Manager to the fullest extent in order to ensure the collectibility of the Loan Assets. In no event shall the Manager be entitled to make the Borrower, any Lender, any Hedge Counterparty, the Custodian or the Administrative Agent a party to any litigation without such party’s express prior written consent, or to make the Borrower a party to any litigation (other than any routine foreclosure or similar collection procedure) without such Person’s and the Administrative Agent’s consent. (b) After an Event of Default has occurred and is continuing, at the Administrative Agent’s direction, the Manager shall take such action as the Administrative Agent may deem necessary or advisable to enforce collection of the Loan Assets; provided, however, that the Administrative Agent may, at any time that an Event of Default has occurred and is continuing, notify any Obligor with respect to any Loan Assets of the assignment of such Loan Assets to the Administrative Agent and direct that payments of all amounts due or to become due to the Borrower thereunder be made directly to the Administrative Agent or any manager, servicer, collection agent or lock-box or other account designated by the Administrative Agent and, upon such notification and at the expense of the Borrower, the Administrative Agent may enforce collection of any such Loan Assets and adjust, settle or compromise the amount or payment thereof. The Administrative Agent shall give written notice to any Successor Manager of the Administrative Agent’s actions or directions pursuant to this Section 7.3(b).