Agency; Action by Secured Party Clause Samples

Agency; Action by Secured Party. Each Investor hereby appoints the Secured Party as its agent hereunder with respect to the Collateral and the creation, perfection, priority, preservation, protection and enforcement of a security interest therein in accordance with the terms of this Agreement. Each Investor hereby authorizes Secured Party to take such actions with respect to the Collateral, for the pro-rata benefit of the Investors in accordance with Section 9, as Secured Party determines to take in its sole discretion, and each Investors agrees to indemnify and hold harmless Secured Party for all costs, claims or expenses (including without limitation attorneys’ fees and expenses) in connection with such actions taken or omitted to be taken, except to the extent resulting from the gross negligence or willful misconduct of Secured Party. Secured Party shall provide prompt notice of any material action under this Agreement to the Investors.