Common use of 1Appointment Clause in Contracts

1Appointment. (i) Each of the Lenders hereby irrevocably designates and appoints the Agent as the agent of such Lender under the Loan Documents and each such Lender irrevocably authorizes the Agent, in such capacity, to take such action on its behalf under the provisions of the applicable Loan Documents and to exercise such powers and perform such duties as are expressly delegated to the Agent by the terms of the applicable Loan Documents, together with such other powers as are reasonably incidental thereto. Notwithstanding any provision to the contrary elsewhere in this Agreement, the Agent shall not have any duties or responsibilities, except those expressly set forth herein or any fiduciary relationship with any Lender, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Agreement or any other Loan Document or otherwise exist against the Agent. The provisions of this Article are solely for the benefit of the Agent and the other Credit Parties, and no Loan Party or any Subsidiary thereof shall have rights as a third party beneficiary of any of such provisions. (ii) The Agent shall also act as the “collateral agent” under the Loan Documents, and each of the Lenders hereby irrevocably appoints and authorizes the Agent to act as the agent of such Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Loan Parties to secure any of the Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent, as “collateral agent,” and any agents or attorneys-in-fact appointed by the Agent for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Security 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 9 (including Section 9.09) and Section 10.04, as though such agents and attorneys-in-fact were the “collateral agent” under the Loan Documents as if set forth in full herein with respect thereto. (iii) The provisions of this Section 9.01 are for the benefit of the Agent and the Lenders, and no Loan Party or any Subsidiary thereof shall have rights as a third party beneficiary of any of such provisions (other than the provisions of Section 9.06).

1Appointment. (i) Each of the Lenders Lender hereby irrevocably designates and appoints the PNC to act as Agent as the agent of for such Lender under this Agreement and the Loan Documents and each such Other Documents. Each Lender hereby irrevocably authorizes the Agent, in such capacity, Agent to take such action on its behalf under the provisions of this Agreement and the applicable Loan Other Documents and to exercise such powers and to perform such duties hereunder and thereunder as are expressly specifically delegated to the or required of Agent by the terms of the applicable Loan Documents, together with hereof and thereof and such other powers as are reasonably incidental thereto. Notwithstanding any provision thereto and Agent shall hold all Collateral, payments of principal and interest, fees (except the fees set forth in the Fee Letter), charges and collections received pursuant to the contrary elsewhere in this Agreement, for the ratable benefit of Lenders. Agent may perform any of its duties hereunder by or through its agents or employees. As to any matters not expressly provided for by this Agreement (including collection of the Note) Agent shall not have be required to exercise any duties discretion or responsibilitiestake any action, except those expressly set forth herein but shall be required to act or any fiduciary relationship with any Lenderto refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the instructions of Required Lenders (or such other number of Lenders required under this Agreement), and no implied covenants, functions, responsibilities, duties, obligations or liabilities such instructions shall be read into binding; provided, however, that Agent shall not be required to take any action which, in Agent’s discretion, exposes Agent to liability or which is contrary to this Agreement or any other Loan Document the Other Documents or otherwise exist against the AgentApplicable Law unless Agent is furnished with an indemnification reasonably satisfactory to Agent with respect thereto. The provisions of this Article are solely for the benefit In furtherance and not in limitation of the Agent and the other Credit Partiesforegoing, and no Loan Party or any Subsidiary thereof shall have rights as a third party beneficiary of any of such provisions. (ii) The Agent shall also act as the “collateral agent” under the Loan Documents, and each of the Lenders hereby irrevocably appoints acknowledges that it has received and authorizes the Agent to act as the agent of such Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any reviewed copies of the Loan Parties Intercreditor Agreement and hereby confirms Agent’s authority to secure any of the Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Agent, as “collateral agent,” and any agents or attorneys-in-fact appointed by the Agent for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Security 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 9 (including Section 9.09) and Section 10.04, as though such agents and attorneys-in-fact were the “collateral agent” under the Loan Documents as if set forth in full herein with respect theretoits behalf thereunder. (iii) The provisions of this Section 9.01 are for the benefit of the Agent and the Lenders, and no Loan Party or any Subsidiary thereof shall have rights as a third party beneficiary of any of such provisions (other than the provisions of Section 9.06).

1Appointment. Each Lender (iand, if applicable, each other Secured Creditor) Each hereby appoints Chicago Atlantic as its Administrative Agent under and for purposes of the Lenders each Loan Document and hereby irrevocably designates and appoints the authorizes Administrative Agent as the agent to act on behalf of such Lender (or, if applicable, each other Secured Creditor) under each Loan Document and, in the absence of other written instructions from Lenders pursuant to the terms of the Loan Documents and each such Lender irrevocably authorizes the received from time to time by Administrative Agent, in such capacity, to take such action on its behalf under the provisions of the applicable Loan Documents and to exercise such powers hereunder and perform such duties thereunder as are expressly specifically delegated to the or required of Administrative Agent by the terms of the applicable Loan Documentshereof and thereof, together with such other powers as are reasonably may be incidental thereto. Notwithstanding any provision to the contrary elsewhere in this Agreement, the Administrative Agent shall not have any duties or responsibilities, except those expressly set forth herein herein, or any fiduciary relationship with any LenderLender or other Secured Creditor, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Agreement or any other Loan Document or otherwise exist against the Administrative Agent. The provisions of this Article are solely for the benefit of the Agent and the other Credit Parties, and no Loan Party or any Subsidiary thereof shall have rights as a third party beneficiary of any of such provisions. (ii) The Agent shall also act as the “collateral agent” under the Loan Documents, and each of the Lenders hereby irrevocably appoints and authorizes the Agent to act as the agent of such Lender for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by Anything contained in any of the Loan Parties Documents to secure the contrary notwithstanding, Administrative Agent, each other Secured Creditor and each Obligor hereby agree that (a) no Secured Creditor shall have any right individually to realize upon any of the Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, Collateral or to enforce the Agent, as “collateral agent,” and any agents or attorneys-in-fact appointed by the Agent for purposes of holding or enforcing any Lien on the Collateral (Security Agreement or any portion thereof) granted under the Security other Loan Documents, or for exercising any it being understood and agreed that all powers, rights and remedies thereunder at the direction of the hereunder may be exercised solely by Administrative Agent, shall be entitled to on behalf of Secured Creditors in accordance with the benefits of terms hereof, and all provisions of this Section 9 (including Section 9.09) powers, rights and Section 10.04, as though such agents and attorneys-in-fact were the “collateral agent” remedies under the Loan Documents may be exercised solely by Administrative Agent, and (b) in the event of a foreclosure by Administrative Agent on any of the Collateral pursuant to a public or private sale or other disposition, Administrative Agent or any Lender may be the purchaser or licensor of any or all of such Collateral at any such sale or other disposition and Administrative Agent, as if set forth agent for and representative of Secured Creditors (but not any Lender or Lenders in full herein with respect thereto. (iiiits or their respective individual capacities unless Required Lenders shall otherwise agree in writing) The provisions of this Section 9.01 are shall be entitled, for the benefit purpose of bidding and making settlement or payment of the Agent and the Lenders, and no Loan Party purchase price for all or any Subsidiary thereof shall have rights portion of the Collateral sold at any such public sale, to use and apply any of the Obligations (including Obligations owed to any other Secured Creditor) as a third party beneficiary credit on account of the purchase price for any of Collateral payable by Administrative Agent at such provisions (sale or other than the provisions of Section 9.06)disposition.