Borrower Authorization and Indemnity Clause Samples

Borrower Authorization and Indemnity. The Borrowers hereby irrevocably and unconditionally authorize Lender and Servicer, and grant to Lender and Servicer, for the term hereof, a continuing, irrevocable, and unconditional power of attorney (which power of attorney is coupled with an interest) in the name of each Borrower, without notice to or further consent or authorization from any Borrower, for the limited purpose to receive, endorse, if necessary (as agent for the payee but without recourse to any Borrower), and forward for collection into the Lockbox Account any and all cash or Checks and to perform such other acts as may be reasonably necessary under the terms of this Agreement in the ordinary course of performing Lender’s or Servicer’s, as the case may be, duties hereunder. The Borrowers agree, jointly and severally, to indemnify, defend and hold Lender and Servicer harmless from and against any and all claims, actions, liabilities, judgments, costs, and expenses (including reasonable attorneys’ fees) arising out of the exercise of the foregoing power of attorney in accordance with the terms of this Agreement, except that the Borrowers shall not be required to indemnify a party for claims, actions, judgments, costs and expenses resulting from such party’s gross negligence, intentional misconduct, bad faith or breach of this Agreement.