Common use of Appointment; Authorization Clause in Contracts

Appointment; Authorization. The Holders, together with any successors or assigns thereof, hereby irrevocably appoint, designate and authorize High Trail Special Situations LLC as collateral agent to take such action on their behalf under the provisions of the Exchange Notes, each of the Security Documents, as amended by the Amendment to Security Documents and to exercise such powers and perform such duties as are expressly delegated to it by the terms of each of the Security Documents, as amended by the Amendment to Security Documents, together with such powers as are reasonably incidental thereto. The provisions of this Section 9(t) are solely for the benefit of the Collateral Agent, and the Company shall not have rights as a third-party beneficiary of any of such provisions. It is understood and agreed that the use of the term “agent” herein or in any Security Documents, as amended by the Amendments to Security Documents (or any other similar term) with reference to the Collateral Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law. Instead such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties. Notwithstanding any provision to the contrary contained elsewhere in the Exchange Notes, any Security Documents, as amended by the Amendments to Security Documents or any other agreement, instrument or document related hereto or thereto, the Collateral Agent shall not have any duty or responsibility except those expressly set forth herein, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into the Exchange Notes, any Security Documents, as amended by the Amendments to Security Documents or any other agreement, instrument or document related hereto or thereto or otherwise exist against the Collateral Agent.

Appointment; Authorization. The HoldersBuyer, together with any successors or assigns thereof, hereby irrevocably appointappoints, designate designates and authorize High Trail Special Situations authorizes GLAS Americas LLC as collateral agent “Security Agent” under the Debenture to take such action on their behalf under the provisions of the Exchange Notes, each of Notes and the Security Documents, as amended by the Amendment to Security Documents Debenture and to exercise such powers and perform such duties as are expressly delegated to it by the terms of each of the Security Documents, as amended by the Amendment to Security DocumentsDebenture, together with such powers as are reasonably incidental thereto. The provisions of this Section 9(t) 10 are solely for the benefit of the Collateral Security Agent, and the Company shall not have rights as a third-party beneficiary of any of such provisions. It is understood and agreed that the use of the term “agent” herein or “Security Agent” in any Security Documents, as amended by the Amendments to Security Documents Debenture (or any other similar term) with reference to the Collateral Security Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law. Instead such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties. Notwithstanding any provision to the contrary contained elsewhere in the Exchange Notes, any Security Documents, as amended by the Amendments to Security Documents Debenture or any other agreement, instrument or document related hereto or thereto, the Collateral Security Agent shall not have any duty or responsibility except those expressly set forth hereinin the Debenture, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into the Exchange Notes, any Security Documents, as amended by the Amendments to Security Documents Debenture or any other agreement, instrument or document related hereto or thereto or otherwise exist against the Collateral Security Agent. The Buyer hereby authorizes and directs the Security Agent to execute and deliver Transaction Documents, as applicable, and any ancillary documents related thereto to which it is a party.

Appointment; Authorization. The Holders, together with any successors or assigns thereof, hereby irrevocably appoint, designate and authorize High Trail Special Situations Investments ON LLC as collateral agent to take such action on their behalf under the provisions of the Exchange Notes, each of the Security Documents, as amended by the Amendment to Security Documents Documents, and to exercise such powers and perform such duties as are expressly delegated to it by the terms of each of the Security Documents, as amended by the Amendment to Security Documents, together with such powers as are reasonably incidental thereto. The provisions of this Section 9(t) are solely for the benefit of the Collateral Agent, and the Company shall not have rights as a third-party beneficiary of any of such provisions. It is understood and agreed that the use of the term “agent” herein or in any Security DocumentsDocument, as amended by the Amendments to Security Documents Documents, (or any other similar term) with reference to the Collateral Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law. Instead such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties. Notwithstanding any provision to the contrary contained elsewhere in the Exchange Notes, any Security DocumentsDocument, as amended by the Amendments to Security Documents Documents, or any other agreement, instrument or document related hereto or thereto, the Collateral Agent shall not have any duty or responsibility except those expressly set forth herein, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into the Exchange Notes, any Security DocumentsDocument, as amended by the Amendments to Security Documents Documents, or any other agreement, instrument or document related hereto or thereto or otherwise exist against the Collateral Agent.

Appointment; Authorization. The HoldersEach Lender hereby designates and appoints Wachovia as Administrative Agent to act as specified herein and in the other Loan Documents, together with any successors or assigns thereofand each such Lender hereby authorizes the Administrative Agent, hereby irrevocably appointas the agent for such Lender, designate and authorize High Trail Special Situations LLC as collateral agent to take such action on their its behalf under the provisions of this Agreement and the Exchange Notes, each of the Security Documents, as amended by the Amendment to Security other Loan Documents and to exercise such powers and perform such duties as are expressly delegated to it by the terms of each hereof and of the Security Documents, as amended by the Amendment to Security other Loan Documents, together with such other powers as are reasonably incidental thereto. The provisions of this Section 9(t) are solely for Notwithstanding any provision to the benefit of contrary elsewhere herein and in the Collateral Agentother Loan Documents, and the Company Administrative Agent shall not have rights as a third-party beneficiary of any duties or responsibilities, except those expressly set forth herein and therein, 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 of such provisionsthe other Loan Documents, or shall otherwise exist against the Administrative Agent. It is understood In performing its functions and agreed that duties under this Agreement and the other Loan Documents, the Administrative Agent shall act solely as an agent of the Lenders and does not assume and shall not be deemed to have assumed any obligation or relationship of agency or trust with or for any Borrower. Without limiting the generality of the foregoing two sentences, the use of the term “agent” herein or and in any Security Documents, as amended by the Amendments to Security other Loan Documents (or any other similar term) with reference to the Collateral Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law. Instead Instead, such term is used merely as a matter of market custom, and is intended to create or reflect only an administrative relationship between independent contracting parties. Notwithstanding any provision to The provisions of this Article IX (other than Section 9.09) are solely for the contrary contained elsewhere in benefit of the Exchange Notes, any Security Documents, as amended by Administrative Agent and the Amendments to Security Documents or any other agreement, instrument or document related hereto or thereto, the Collateral Agent Lenders and no Borrower shall not have any duty or responsibility except those expressly set forth herein, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into rights as a third party beneficiary of the Exchange Notes, any Security Documents, as amended by the Amendments to Security Documents or any provisions hereof (other agreement, instrument or document related hereto or thereto or otherwise exist against the Collateral Agentthan Section 9.09).