Borrowers’ Representative. Each of the Borrowers hereby appoints the Parent as, and the Parent shall act under this Agreement as, the agent, attorney-in-fact and legal representative of the Borrowers for all purposes hereunder, including, without limitation, requesting Advances and receiving account statements and other notices and communications to the Borrowers (or any of them) from the Agent or any Lender. Accordingly, the parties agree that any and all actions to be taken hereunder by the Borrowers may be taken by the Parent for and on behalf of the Borrowers, and any and all notices and communications permitted or required to be made by the Agent or any Lender hereunder to the Borrowers, shall be deemed made to all of the Borrowers if delivered to the Parent. The Agent and the Lenders may rely, and shall be fully protected in relying, on any Borrowing Notice, request for a Letter of Credit, disbursement instruction, report, information or any other notice or communication made or given by the Parent, whether in its own name, on behalf of any other Borrower or on behalf of "the Borrowers", and neither the Agent nor any Lender shall have any obligation to make any inquiry or request any confirmation from or on behalf of any other Borrower as to the binding effect on it of any such notice, request, instruction, report, information, other notice or communications, provided that the provisions of this Section 4.10 shall not be construed so as to preclude any Borrower from taking other actions permitted to be taken by "a Borrower" hereunder. The Parent may from time to time tender to Agent or Lenders, representations or performance of covenants hereunder and take actions in respect of other matters on behalf of the Borrowers, and any such representations, performance or actions by the Parent, if accepted by Agent or Lenders, as the case may be, shall (irrespective of whether the particular matter is otherwise authorized elsewhere herein) be conclusively deemed done with the authorization of and on behalf of one or more of the Borrowers, as the circumstances and the specific action taken may indicate. Agent and any Lender may in all cases rely on communications from, and representations and actions taken by, the Parent as though given, delivered, made or taken by or from one or more of the Borrowers, and all such communications, representations and actions shall be binding upon any and every Borrower in whose behalf such communications, representations or actions were purportedly take...
Borrowers’ Representative. Each of the Borrowers hereby appoints the Company as its non-exclusive representative, and grants to the Company an irrevocable power of attorney to act as its attorney-in-fact, with regard to all matters relating to this Agreement and each of the other Loan Documents, including, without limitation, execution and delivery of any Notice of Borrowing, and amendments, supplements, waivers or other modifications hereto or thereto, receipt of any notices hereunder or thereunder and receipt of service of process in connection herewith or therewith and making all elections as to interest rates and interest payment dates. (In such capacity, the Company is herein referred to as the “Borrowers’ Representative.”) The Administrative Agent and the Lenders shall be entitled to rely exclusively on the Borrowers’ Representative’s authority so to act in each instance without inquiry or investigation, and each of the Borrowers hereby agrees to indemnify and hold harmless the Administrative Agent and the Lenders for any losses, costs, delays, errors, claims, penalties or charges arising from or out of the Borrowers’ Representative’s actions pursuant to this Section 2.20 and the Administrative Agent’s and the Lenders’ reliance thereon and hereon. Notice from the Borrowers’ Representative shall be deemed to be notice from all of the Borrowers and notice to the Borrowers’ Representative shall be deemed to be notice to all of the Borrowers. Nothing in this Section 2.20 shall vitiate or be held contrary to the Borrowers’ representations and covenants regarding the Loans or the net worth or solvency of the Borrowers made herein or in any of the Loan Documents.
Borrowers’ Representative. ASB hereby irrevocably appoints GSS, ------------------------- and GSS agrees to act under this Agreement, as the agent and representative of itself and ASB for all purposes under this Agreement, including requesting Borrowings, selecting whether any Loan or portion thereof is to bear interest as a Base Rate Loan or a LIBOR Loan, and receiving account statements and other notices and communications to Borrowers (or either of them) from Agent or Lenders. Agent and Lenders may rely, and shall be fully protected in relying, on any Notice of Borrowing, Notice of Conversion/Continuation, disbursement instructions, reports, information or any other notice or communication made or given by GSS, whether in its own name, on behalf of ASB or on behalf of "the Borrowers," and neither Agent nor any Lender shall have any obligation to make any inquiry or request any confirmation from or on behalf of ASB as to the binding effect on ASB of any such request, instruction, report, information, notice or communication, nor shall the joint and several character of Borrowers' liability for the Loans be affected, provided that the provisions of this Section 3.4 shall not be construed so as to preclude any Borrower from directly requesting Borrowings or taking other actions permitted to be taken by "a Borrower" hereunder. Agent and Lenders intend to maintain a single Loan Account in the name of "Gulf States Steel, Inc. of Alabama" hereunder, and each Borrower expressly agrees to such arrangement and confirms that such arrangement shall have no effect on the joint and several character of such Borrower's liability for the Loans.
Borrowers’ Representative. Each of the Borrowers hereby irrevocably appoints the Parent as such Borrower's representative and agent for all purposes under this Credit Agreement and authorizes the Parent, on behalf of each such Borrower and in each such Borrower's name to give and receive all notices and documents, certificates and instruments to be given or received by the Borrowers or any of them in connection with this Credit Agreement and the other Loan Documents, including receipt of service of legal process in connection with any suit or proceeding arising under, or in connection with the transactions contemplated by this Credit Agreement, delivery of Loan and Letter of Credit Requests, Conversion Requests, Compliance Certificates and requests for waivers and amendments and to acknowledge or consent to any amendments, waivers or assignments.
Borrowers’ Representative. Heafxxx xxxll act under this Agreement as the representative of all Borrowers, and each other Borrower hereby appoints Heafxxx xx its representative, hereunder, for all purposes, including, without being limited to, requesting borrowings and receiving account statements and other notices and communications to the Borrowers (or any of them) from the Administrative Agent or any Lender. The Administrative Agent and the Lenders may rely, and shall be fully protected in relying, on any request for borrowing, disbursement instruction, report, information or any other notice or communication made or given by Heafxxx, xxether in its own name, on behalf of any other Borrower or on behalf of "the Borrowers," and neither the Administrative Agent nor any Lender shall have any obligation to make any inquiry or request any confirmation from or on behalf of any other Borrower as to the binding effect on it of any such request, instruction, report, information, notice or communication, nor shall the joint and several character of the Borrowers' liability for the Secured Obligations be affected. The Administrative Agent and each Lender intend to maintain a single Loan Account in the name of "Heafxxx Xxxe Group, Inc." hereunder and each Borrower expressly agrees to such arrangement and confirms that such arrangement shall have no effect on the joint and several character of its liability for the Secured Obligations.
Borrowers’ Representative. Each of the Borrowers hereby appoints the Borrowers' Representative as its agent and representative for the purposes of all communications and authorizations between such Borrower and Lender under this Agreement or any of the other Financing Agreements, including, without limitation: making requests for Loans or Letter of Credit Accommodations; giving notices to Lender and receiving notices from Lender; and giving any direction or instruction to Lender contemplated by this Agreement. Each of the Borrowers hereby authorizes and directs Lender to act in accordance with any and every authorization, request, notice, instruction, or direction received on such Borrower's behalf from the Borrower's Representative, without requiring Lender to confirm such Borrower's authorization therefor, and each Borrower hereby releases Lender from and indemnifies Lender and holds Lender harmless against any liability, claim, loss, damages, cost, or expense arising from or relating in any way to Lender's acting upon such authorization, request, notice, instruction, or direction. Notwithstanding the foregoing, Lender may require a Borrower to confirm such request, notice, instruction, or direction, or to execute personally any agreement or instrument between such Borrower and Lender, whenever Lender in its sole discretion deems it necessary or desirable to do so.
Borrowers’ Representative. Each other Borrower hereby irrevocably appoints WinsLoew as its representative, and WinsLoew shall act under this Agreement as the representative of each Borrower for all purposes, including, without being limited to, requesting borrowings and receiving account statements and other notices and communications to the Borrowers (or any of them) from the Administrative Agent or any Lender. The Administrative Agent and the Lenders may rely, and shall be fully protected in relying, on any request for borrowing, disbursement instruction, report, information or any other notice or communication made or given by WinsLoew, whether in its own name, on behalf of any other Borrower or on behalf of "the Borrowers," and neither the Administrative Agent nor any Lender shall have any obligation to make any inquiry or request any confirmation from or on behalf of any other Borrower as to the binding effect on it of any such request, instruction, report, information, notice or communication, nor shall the joint and several character of the Borrowers' liability for the Secured Obligations be affected. The Administrative Agent and each Lender intend to maintain a single Loan Account in the name of "WinsLoew Furniture, Inc." hereunder and each Borrower expressly agrees to such arrangement and confirms that such arrangement shall have no effect on the joint and several character of its liability for the Secured Obligations.
Borrowers’ Representative. Borrower hereby designates the following natural persons, each acting alone, as its representative for purposes of (i) making all decisions with respect to the Loan and the Acquisition Loan Documents, (ii) delivering all notices, certificates, requests for advance and other documents required by the terms of the Acquisition Loan Documents or requested by Borrower in connection with the Loan and (iii) taking all other actions requested by Borrower in connection with the Loan and the Acquisition Loan Documents: Xxxx Xxxxxxxx Xxxxxxx X. Xxxxx Xxxxx X. Xxxx In taking action pursuant to the terms of this Agreement and the other Acquisition Loan Documents, Lender shall be entitled to rely, without further investigation, upon any notice, certificate, request for advance or other document delivered in writing and executed or signed by such representative of Borrower. In addition, Lender may, at its option, refuse to take action in the event a notice, certificate, request for advance or other document is delivered to Lender which has not been executed or delivered by such representative of Borrower. Borrower may change such representative upon written notice to Lender.
Borrowers’ Representative. Each Borrower hereby irrevocably appoints -------------------------- Litchfield as, and Litchfield shall act under the Loan Documents as, the representative of each Borrower for all purposes under the Loan Documents, including requesting Borrowings and receiving account statements and other notices and communications to Borrowers (or any of them) from Lender. Lender may rely, and shall be fully protected in relying, on disbursement instructions, reports, information or any other notice or communication made or given by Litchfield, whether in its own name, on behalf of any Borrower or on behalf of "the Borrowers," and Lender shall have no obligation to make any inquiry or request any confirmation from or on behalf of any other Borrower as to the binding effect on such Borrower of any such request, instruction, report, information, notice or communication, nor shall the joint and several character of Borrowers' liability for the Revolver Loans be affected, provided that the provisions of this Section 4.13 shall not be construed so as to preclude any Borrower from directly requesting Borrowings or taking other actions permitted to be taken by "a Borrower" hereunder.
Borrowers’ Representative. The Loan Parties at all times shall have designated one of the Loan Parties to act as their agent under this Agreement and the other Second Lien Loan Documents (in such capacity, the "Loan Party Representative") with such powers and discretion as are specifically delegated to the Loan Party Representative by the terms of this Agreement and the other Second Lien Loan Documents, together with such other powers as are reasonably incidental thereto, including, without limitation, (a) to execute and deliver on behalf of each Loan Party all notices required or permitted by the terms of this Agreement and the other Second Lien Loan Documents to be delivered by any Loan Party, including, without limitation, Second Lien Loan Notices on behalf of each Applicable Borrower, (b) to receive notices on behalf of each of the Loan Parties, (c) to disburse funds credited to the Borrowers' Account to each Applicable Borrower or other Loan Party, as applicable, and (d) to give consents and approvals and make elections on behalf of the Loan Parties. Any action taken by the Loan Party Representative shall be deemed to bind the Loan Parties and shall be deemed approved by the Loan Parties. The Second Lien Administrative Agent, the other Second Lien Agents and the Second Lien Lenders (i) may rely on any notice delivered by the Loan Party Representative on behalf of any Loan Party and (ii) shall not have any responsibility for any actions as are delegated to the Loan Party Representative hereunder. Any notice given by the Second Lien Administrative Agent or any Second Lien Lender to the Loan Party Representative shall be deemed given to each Loan Party. Each Loan Party hereby appoints and authorizes Holdings to be and act as the initial Loan Party Representative. Subject only to the final sentence of this Section, the Loan Parties may at any time replace the Loan Party Representative with another Loan Party by delivering to the Second Lien Administrative Agent an appointment and authorization document executed by each Loan Party in form and substance satisfactory to the Second Lien Administrative Agent. Upon such delivery and approval the Loan Party named in such document shall become the Loan Party Representative as if such Loan Party were named the Loan Party Representative herein. The Loan Parties further agree that, until the Final Senior Termination Date, the Person designated as the Loan Party Representative under this Agreement shall be the same Person designated by the Loa...
