Common use of Actions Upon Breach Clause in Contracts

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if any Second Priority Secured Party or Third Priority Secured Party commences or participates in any action or proceeding against any Grantor in respect of such Common Collateral contrary to this Agreement, such Grantor, with the prior written consent of the First Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) in any way takes, attempts to take or threatens to take any action with respect to such Common Collateral (including, without limitation, any attempt to enforce any remedy on such Common Collateral) in violation of this Agreement, or fails to take any action required by this Agreement, any First Priority Secured Party (in its or their own name or in the name of any Grantor) may obtain relief against such Second Priority Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Second Priority Representative on behalf of each other Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Priority Secured Party that (i) the damages of the First Priority Secured Parties from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Second Priority Secured Party and each Third Priority Secured Party waives any defense that any Grantor and/or the First Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if If any Second Junior Priority Secured Party or Third Priority Secured Party Party, contrary to this Agreement, commences or participates in any action or proceeding against any Grantor in respect of such Common Collateral contrary to this Agreementor the Shared Collateral, such Grantor, with the prior written consent of the First Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if Should any Second Junior Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) Party, contrary to this Agreement, in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such Common the Shared Collateral (including, without limitation, including any attempt to realize upon or enforce any remedy on such Common Collateral) with respect to this Agreement), or take any other action in violation of this Agreement, or fails fail to take any action required by this Agreement, this Agreement shall create an irrebuttable presumption and admission by such Junior Priority Secured Party that any First Priority Secured Party (in its or their own name or in the name of any the relevant Grantor) or the relevant Grantor may obtain relief against such Second Junior Priority Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Second Junior Priority Representative on behalf of each other Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Junior Priority Secured Party that (i) the damages of the First Priority Secured Parties Parties’ damages from its such actions of any Junior Priority Secured Party may at that time be difficult to ascertain and may be irreparable, irreparable and the harm to the First Priority Secured Parties may not be adequately compensated in damages and (ii) each Second Priority Secured Party and each Third Junior Priority Secured Party waives any defense that any Grantor the Grantors and/or the First Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if Should any Second Priority Lien Collateral Agent, Second Lien Representative or any other Second Lien Secured Party or Third Priority Secured Party commences or participates in any action or proceeding against any Grantor in respect of such Common Collateral Party, contrary to this Agreement, such Grantor, with the prior written consent of the First Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such Common the Shared Collateral (including, without limitation, including any attempt to realize upon or enforce any remedy on such Common Collateral) in violation of with respect to this Agreement, ) or fails fail to take any action required by this Agreement, any First Priority Lien Agent or any other First Lien Secured Party (in its or their own name or in the name of any Grantorname) may obtain relief against such Second Priority Lien Collateral Agent, Second Lien Representative or any other Second Lien Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or or other appropriate equitable relief. Each Second Lien Collateral Agent and Second Lien Representative, it being understood and agreed by the Second Priority Representative on behalf of itself and each other Second Priority Lien Secured Party and the Third Priority Representative on behalf of each other Third Priority Secured Party that it represents, hereby (i) agrees that the First Lien Agents’ and other First Lien Secured Parties’ damages from the actions of the First Priority Second Lien Collateral Agent, Second Lien Representatives or any other Second Lien Secured Parties from its actions Party may at that time be difficult to ascertain and may be irreparable, irreparable and (ii) each Second Priority Secured Party and each Third Priority Secured Party waives any defense that any Grantor and/or Grantor, the First Priority Lien Agents or the other First Lien Secured Parties cannot demonstrate damage and/or can or be made whole by the awarding of damagesdamages and (ii) irrevocably waives any defense based on the adequacy of a remedy at law and any other defense that might be asserted to bar the remedy of specific performance in any action that may be brought by the First Lien Agents or any other First Lien Secured Party. As among the First Lien Secured Parties, nothing in this Section 3.03 shall limit the rights of the Applicable First Lien Representative and the First Lien Secured Parties with respect to which it acts as First Lien Representative, and the obligations of the First Lien Secured Parties, under the First Lien Intercreditor Agreement.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if any Second Priority Secured Party or Third Priority Secured Party commences or participates in any action or proceeding against any Grantor in respect of such Common Collateral contrary to this Agreement, such Grantor, with the prior written consent of the First Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) in any way takes, attempts to take or threatens to take any action with respect to such Common Collateral (including, without limitation, any attempt to enforce any remedy on such Common Collateral) in violation of this Agreement, or fails to take any action required by this Agreement, any First Priority Secured Party (in its or their own name or in the name of any Grantor) may obtain relief against such Second Priority Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Second Priority Representative on behalf of each other Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Priority Secured Party that (i) the damages of the First Priority Secured Parties from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Second Priority Secured Party and each Third Priority Secured Party waives any defense that any Grantor and/or the First Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if If any Second Priority Secured Party Party, contrary to this Agreement, commences, participates or Third Priority Secured Party commences supports any Person commencing or participates participating in any action or proceeding against or with respect to any Grantor in respect of such Common Collateral contrary to this Agreementor the Shared Collateral, such Grantor, with the prior written consent of the First Priority RepresentativeSenior Collateral Agent, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Senior Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if Should any Second Priority Representative or any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) Party, contrary to this Agreement, in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such Common the Shared Collateral (including, without limitation, including any attempt to realize upon or enforce any remedy on such Common Collateral) in violation of with respect to this Agreement, ) or fails fail to take any action required by this Agreement, the Senior Collateral Agent or any First Priority Senior Representative or other Senior Secured Party (in its or their own name or in the name of the Company or any other Grantor) or the Company or any other Grantor may obtain relief against such Second Priority Secured Party (Representative or agent or other representative thereof) or Third such Second Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the . Each Second Priority Representative Representative, on behalf of itself and each other Second Priority Secured Party and under its Second Priority Facility, hereby (i) agrees that the Third Priority Representative on behalf Senior Secured Parties’ damages from the actions of each other Third the Second Party Representatives or any Second Priority Secured Party that (i) the damages of the First Priority Secured Parties from its actions may at that time be difficult to ascertain and may be irreparable, irreparable and (ii) each Second Priority Secured Party and each Third Priority Secured Party waives any defense that the Company, any other Grantor and/or or the First Priority Senior Secured Parties cannot demonstrate damage and/or can or be made whole by the awarding of damagesdamages and (ii) irrevocably waives any defense based on the adequacy of a remedy at law and any other defense that might be asserted to bar the remedy of specific performance in any action that may be brought by the Senior Collateral Agent, any Senior Representative or and Senior Secured Party.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if If any Second Lien Priority Secured Party or Third Priority Secured Party Party, contrary to this Agreement, commences or participates in any action or proceeding against any Grantor in respect of such Loan Party or the Common Collateral contrary to this AgreementCollateral, such GrantorLoan Party, with the prior written consent of the Controlling First Lien Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Lien Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such GrantorLoan Party. (b) With respect to each Type of Common Collateral, if Should any Second Lien Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) Party, contrary to this Agreement, in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such the Common Collateral (including, without limitation, any attempt to realize upon or enforce any remedy on such Common Collateral) in violation of with respect to this Agreement), or fails fail to take any action required by this Agreement, any First Lien Priority Secured Party (in its or their own name or in the name of any Grantorthe relevant Loan Party) or the relevant Loan Party may obtain relief against such Second Lien Priority Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the each Second Lien Priority Representative on behalf of each other Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Lien Priority Secured Party that (i) the damages of the First Lien Priority Secured Parties Parties’ damages from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Second Priority Secured Party and each Third Lien Priority Secured Party waives any defense that any Grantor the Loan Parties and/or the First Lien Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if If any Second Priority Secured Party or Third Priority Secured Party Party, contrary to this Agreement, commences or participates in any action or proceeding against any Grantor in respect of such Loan Party or the Common Collateral contrary to this AgreementCollateral, such Grantor, with the prior written consent of the First Priority Representative, Loan Party may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such GrantorLoan Party. (b) With respect to each Type of Common Collateral, if Should any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) Party, contrary to this Agreement, in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such the Common Collateral (including, without limitation, any attempt to realize upon or enforce any remedy on such Common Collateral) in violation of with respect to this Agreement), or fails fail to take any action required by this Agreement, any First Priority Secured Party (in its or their own name or in the name of any Grantorthe relevant Loan Party) or the relevant Loan Party may obtain relief against such Second Priority Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Second Priority Representative on behalf of each other Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Priority Secured Party that (i) the damages of the First Priority Secured Parties Parties’ damages from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Second Priority Secured Party and each Third Priority Secured Party waives any defense that any Grantor the Loan Parties and/or the First Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages. (c) If any Junior Priority Secured Party, contrary to this Agreement, commences or participates in any action or proceeding against any Loan Party or the Common Collateral, such Loan Party may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party (or, after the First Priority Obligations Payment Date, any Second Priority Secured Party) may intervene and interpose such defense or plea in its or their name or in the name of such Loan Party. (d) Should any Junior Priority Secured Party, contrary to this Agreement, in any way take, attempt to or threaten to take any action with respect to the Common Collateral (including, without limitation, any attempt to realize upon or enforce any remedy with respect to this Agreement), or fail to take any action required by this Agreement, any First Priority Secured Party (or, after the First Priority Obligations Payment Date, any Second Priority Secured Party) (in its own name or in the name of the relevant Loan Party) or the relevant Loan Party may obtain relief against such Junior Priority Secured Party by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Junior Priority Representative on behalf of each Junior Priority Secured Party that (i) the First Priority Secured Parties’ and the Second Priority Secured Parties’ damages from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Junior Priority Secured Party waives any defense that the Loan Parties and/or the First Priority Secured Parties or Secured Priority Secured Parties cannot demonstrate damage and/or be made whole by the awarding of damages.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if any Second Priority Secured Party or Third Priority Secured Party commences or participates in any action or proceeding against any Grantor Loan Party in respect of the such Common Collateral contrary to this Agreement, such GrantorLoan Party, with the prior written consent of the First Priority Secured Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such GrantorLoan Party. With respect to each Type of Common Collateral , after the First Priority Obligations Payment Date and prior to the Second Priority Obligations Payment Date, if any Third Priority Secured Party commences or participates in any action or proceeding against any Loan Party in respect of such Common Collateral contrary to this Agreement, any Second Priority Secured Party may intervene and interpose the making of this Agreement as a defense or dilatory plea, in its name or in the name of such Loan Party. (b) With respect to each Type of Common Collateral, if any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such Common Collateral (including, without limitation, any attempt to enforce any remedy on such Common Collateral) in violation of this Agreement, or fails fail to take any action required by this Agreement, any First Priority Secured Party (in its or their own name or in the name of any GrantorLoan Party) may obtain relief against such Second Priority Secured Party (or agent or other representative thereof or Third Priority Secured Party or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Second Priority Representative on behalf of each other Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Priority Secured Party that (i) the damages of the First Priority Secured Parties from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Second Priority Secured Party and each Third Priority Secured Party waives any defense that any Grantor Loan Party and/or the First Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages. With respect to each Type of Common Collateral, after the First Priority Obligations Payment Date and prior to the Second Priority Obligations Payment Date, should any Third Priority Secured Party (or any agent or other representative thereof) in any way take, attempt to or threaten to take any action with respect to such Common Collateral (including, without limitation, any attempt to enforce any remedy on such Common Collateral) in violation of this Agreement, or fail to take any action required by this Agreement, any Second Priority Secured Party (in its or their own name or in the name of any Loan Party) may obtain relief against such Third Priority Secured Party or agent or other representative thereof, as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Third Priority Representative on behalf of each other Third Priority Secured Party that (i) the damages of the Second Priority Secured Parties from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Third Priority Secured Party waives any defense that any Loan Party and/or the Second Priority Secured Parties cannot demonstrate damage and/or be made whole by the awarding of damages.

Actions Upon Breach. (a) With respect to each Type of Common CollateralShould any Representative or any other Secured Party, if any Second Priority Secured Party or Third Priority Secured Party commences or participates in any action or proceeding against any Grantor in respect of such Common Collateral contrary to this Agreement, such Grantor, with the prior written consent of the First Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such Common the Shared Collateral (including, without limitation, including any attempt to realize upon or enforce any remedy on such Common Collateral) in violation of with respect to this Agreement, ) or fails fail to take any action required by this Agreement, the Controlling Representative or any First Priority other Controlling Secured Party (in its or their own name or in the name of any Grantor) may obtain relief against such Second Priority Representative or such other Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or or other appropriate equitable relief. Each Representative, it being understood and agreed by the Second Priority Representative on behalf of itself and each other Second Priority Secured Party and under its Debt Facility, hereby (a) agrees that the Third Priority Representative on behalf Controlling Secured Parties’ damages from the actions of each other Third Priority such Representatives or any such Secured Party that (i) the damages of the First Priority Secured Parties from its actions may at that time be difficult to ascertain and may be irreparable, irreparable and waives any defense that the Controlling Secured Parties cannot demonstrate damage or be made whole by the awarding of damages and (iib) irrevocably waives any defense based on the adequacy of a remedy at law and any other defense that might be asserted to bar the remedy of specific performance in any action that may be brought by the Controlling Representative or any other Controlling Secured Party. Each Second Priority Representative, on behalf of itself and each other Second Priority Secured Party and each Third under its Second Priority Debt Facility, hereby (i) agrees that the First Priority Secured Parties’ damages from the actions of the Second Priority Representatives or any other Second Priority Secured Party may at that time be difficult to ascertain and may be irreparable and waives any defense that any Grantor and/or of the First Priority Secured Parties cannot demonstrate damage and/or can or be made whole by the awarding of damages.damages and (ii) irrevocably waives any defense based on the adequacy of a remedy at law and any other defense that might be asserted to bar the remedy of specific performance in any action that may be brought by any First Priority Representative or any other First Priority Secured Party. Table of Contents ARTICLE IV

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if Should any Second Priority Lien Secured Party or Third Priority Lien Secured Party commences or participates in any action or proceeding against any Grantor in respect of such Common Collateral Party, contrary to this Agreement, such Grantor, with the prior written consent of the First Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such Common the Collateral (including, without limitation, any attempt to realize upon or enforce any remedy on such Common Collateral) in violation of with respect to this Agreement), or fails fail to take any action required by this Agreement, any First Priority Lien Secured Party (in its or their own name or in the name of any Grantor) may obtain relief against such Second Priority Lien Secured Party (or agent or other representative thereof) or Third Priority Lien Secured Party (or agent or other representative thereof)Party, as the case may beapplicable, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Second Priority Representative Lien Representatives on behalf of each other Second Priority Lien Secured Party and by the Third Priority Representative Lien Representatives on behalf of each other Third Priority Lien Secured Party that (i) the First Lien Secured Parties' damages of the First Priority Secured Parties from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Second Priority Lien Secured Party and each Third Priority Lien Secured Party waives any defense that any Grantor the Credit Parties and/or the First Priority Lien Secured Parties cannot demonstrate damage damages and/or can be made whole by the awarding of damages. (b) So long as the Second Lien Obligations shall not have been Paid in Full, should any Third Lien Secured Party, contrary to this Agreement, in any way take, attempt to or threaten to take any action with respect to the Collateral (including, without limitation, any attempt to realize upon or enforce any remedy with respect to this Agreement), or fail to take any action required by this Agreement, any Second Lien Secured Party may obtain relief against such Third Lien Secured Party by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Third Lien Representatives on behalf of each Third Lien Secured Party that (i) the Second Lien Secured Parties' damages from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Third Lien Secured Party waives any defense that the Credit Parties and/or the Second Lien Secured Parties cannot demonstrate damages and/or can be made whole by the awarding of damages.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if If any Pulitzer Second Priority Secured Party or Third Priority Secured Party Party, contrary to this Agreement, commences or participates in any Enforcement Action or other action or proceeding against any Grantor in respect of such the Common Collateral contrary to in contravention of this Agreement, such the related Grantor, with the prior written consent of the Pulitzer First Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any Pulitzer First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if . Should any Pulitzer Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) Party, contrary to this Agreement, in any way takestake, attempts attempt to take or threatens threaten to take any action Enforcement Action with respect to such the Common Collateral (including, without limitation, including any attempt to realize upon or enforce any remedy on such Common Collateral) with respect to this Agreement), or take any other action in violation of this Agreement, or fails fail to take any action required by this Agreement, this Agreement shall create an irrebuttable presumption and admission by such Pulitzer Second Priority Secured Party that any Pulitzer First Priority Secured Party (in its or their own name or in the name of any the relevant Grantor) or the relevant Grantor may obtain relief against such Pulitzer Second Priority Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Pulitzer Second Priority Representative on behalf of each other Pulitzer Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Priority Secured Party that (i) the damages of the Pulitzer First Priority Secured Parties Parties’ damages from its such actions of any Pulitzer Second Priority Secured Party may at that time be difficult to ascertain and may be irreparable, irreparable and the harm to the Pulitzer First Priority Secured Parties may not be adequately compensated in damages and (ii) each Pulitzer Second Priority Secured Party and each Third Priority Secured Party waives any defense that any Grantor the Borrower, the other Grantors and/or the Pulitzer First Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages.

Actions Upon Breach. (a) With respect to each Type of Common CollateralShould any Representative or any other Secured Party, if any Second Priority Secured Party or Third Priority Secured Party commences or participates in any action or proceeding against any Grantor in respect of such Common Collateral contrary to this Agreement, such Grantor, with the prior written consent of the First Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such Common the Shared Collateral (including, without limitation, including any attempt to realize upon or enforce any remedy on such Common Collateral) in violation of with respect to this Agreement, ) or fails fail to take any action required by this Agreement, the Controlling Representative or any First Priority other Controlling Secured Party (in its or their own name or in the name of any Grantor) may obtain relief against such Second Priority Representative or such other Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or or other appropriate equitable relief. Each Representative, it being understood and agreed by the Second Priority Representative on behalf of itself and each other Second Priority Secured Party and under its Debt Facility, hereby (a) agrees that the Third Priority Representative on behalf Controlling Secured Parties’ damages from the actions of each other Third Priority such Representatives or any such Secured Party that (i) the damages of the First Priority Secured Parties from its actions may at that time be difficult to ascertain and may be irreparable, irreparable and waives any defense that the Controlling Secured Parties cannot demonstrate damage or be made whole by the awarding of damages and (iib) irrevocably waives any defense based on the adequacy of a remedy at law and any other defense that might be asserted to bar the remedy of specific performance in any action that may be brought by the Controlling Representative or any other Controlling Secured Party. Each Second Priority Representative, on behalf of itself and each other Second Priority Secured Party and each Third under its Second Priority Debt Facility, hereby (i) agrees that the First Priority Secured Parties’ damages from the actions of the Second Priority Representatives or any other Second Priority Secured Party may at that time be difficult to ascertain and may be irreparable and waives any defense that any Grantor and/or of the First Priority Secured Parties cannot demonstrate damage and/or can or be made whole by the awarding of damagesdamages and (ii) irrevocably waives any defense based on the adequacy of a remedy at law and any other defense that might be asserted to bar the remedy of specific performance in any action that may be brought by any First Priority Representative or any other First Priority Secured Party.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if If any Second Priority Secured Party or Third Priority Secured Party Party, contrary to this Agreement, commences or participates in any action or proceeding against any Grantor in respect of such Loan Party or the Common Collateral contrary to this AgreementCollateral, such Grantor, with the prior written consent of the First Priority Representative, Loan Party may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such GrantorLoan Party. (b) With respect to each Type of Common Collateral, if Should any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) Party, contrary to this Agreement, in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such the Common Collateral (including, without limitation, any attempt to realize upon or enforce any remedy on such with respect to this Agreement), or fail to (c) If any Junior Priority Secured Party, contrary to this Agreement, commences or participates in any action or proceeding against any Loan Party or the Common Collateral) in violation , such Loan Party may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party (or, after the First Priority Obligations Payment Date, any Second Priority Secured Party) may intervene and interpose such defense or fails plea in its or their name or in the name of such Loan Party. (d) Should any Junior Priority Secured Party, contrary to this Agreement, in any way take, attempt to or threaten to take any action with respect to the Common Collateral (including, without limitation, any attempt to realize upon or enforce any remedy with respect to this Agreement), or fail to take any action required by this Agreement, any First Priority Secured Party (or, after the First Priority Obligations Payment Date, any Second Priority Secured Party) (in its or their own name or in the name of any Grantorthe relevant Loan Party) or the relevant Loan Party may obtain relief against such Second Junior Priority Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Second Junior Priority Representative on behalf of each other Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Junior Priority Secured Party that (i) the damages of the First Priority Secured Parties Parties’ and the Second Priority Secured Parties’ damages from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Second Priority Secured Party and each Third Junior Priority Secured Party waives any defense that any Grantor the Loan Parties and/or the First Priority Secured Parties or Secured Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages. 3.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if If any Second Junior Priority Secured Party or Third Priority Secured Party Party, contrary to this Agreement, commences or participates in any action or proceeding against any Grantor in respect of such Common Collateral contrary to this Agreementor the Shared Collateral, such Grantor, with the prior written consent of the First Second Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Second Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if Should any Second Junior Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) Party, contrary to this Agreement, in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such Common the Shared Collateral (including, without limitation, including any attempt to realize upon or enforce any remedy on such Common Collateral) with respect to this Agreement), or take any other action in violation of this Agreement, or fails fail to take any action required by this Agreement, this Agreement shall create an irrebuttable presumption and admission by such Junior Priority Secured Party that any First Second Priority Secured Party (in its or their own name or in the name of any the relevant Grantor) or the relevant Grantor may obtain relief against such Second Junior Priority Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Second Junior Priority Representative on behalf of each other Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Junior Priority Secured Party that (i) the damages of the First Second Priority Secured Parties Parties’ damages from its such actions of any Junior Priority Secured Party may at that time be difficult to ascertain and may be irreparable, irreparable and the harm to the Second Priority Secured Parties may not be adequately compensated in damages and (ii) each Second Priority Secured Party and each Third Junior Priority Secured Party waives any defense that any Grantor the Grantors and/or the First Second Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if Should any Second Priority Secured Party Representative or Third any Second Priority Secured Party commences or participates in any action or proceeding against any Grantor in respect of such Common Collateral Debt Party, contrary to this Agreement, such Grantor, with the prior written consent of the First Priority Representative, may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party may intervene and interpose such defense or plea in its or their name or in the name of such Grantor. (b) With respect to each Type of Common Collateral, if any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such Common the Collateral (including, without limitation, including any attempt to realize upon or enforce any remedy on such Common Collateral) in violation of with respect to this Agreement, ) or fails fail to take any action required by this Agreement, any First Priority the Senior Representative or other Senior Secured Party (in its or their own name or in the name of the Company or any other Grantor) may obtain relief against such Second Priority Secured Representative or such Second Priority Debt Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or or other appropriate equitable relief. The Second Priority Representative, it being understood on behalf of itself and agreed by each Second Priority Debt Party under the Second Priority Debt Facility, hereby agrees that the Senior Secured Parties’ damages from the actions of the Second Priority Representative on behalf of each other or any Second Priority Secured Debt Party and the Third Priority Representative on behalf of each other Third Priority Secured Party that (i) the damages of the First Priority Secured Parties from its actions may at that time be difficult to ascertain and may be irreparable, irreparable and (ii) each Second Priority Secured Party and each Third Priority Secured Party waives any defense that the Company, any other Grantor and/or or the First Priority Senior Secured Parties cannot demonstrate damage and/or can or be made whole by the awarding of damages. Each Representative may demand specific performance of this Agreement. Each Representative, on behalf of itself and on behalf of the Secured Parties of the Debt Facility for which it is acting, hereby irrevocably waives any defense based on the adequacy of a remedy at law and any other defense which might be asserted to bar the remedy of specific performance in any action which may be brought by a Representative or any Secured Party. No provision of this Agreement shall constitute or be deemed to constitute a waiver by a Representative, on behalf of itself and on behalf of the Secured Parties of the Debt Facility for which it is acting, of any right to seek damages from any Person in connection with any breach or alleged breach of this Agreement.

Actions Upon Breach. (a) With respect to each Type of Common Collateral, if If any Second Priority Secured Party or Third Priority Secured Party Party, contrary to this Agreement, commences or participates in any action or proceeding against any Grantor in respect of such Loan Party or the Common Collateral contrary to this AgreementCollateral, such GrantorLoan Party, with the prior written consent of the First Priority Secured Representative (or, after the occurrence of the First Priority Obligations Payment Date, the Second Priority Secured Representative), may interpose as a defense or dilatory plea the making of this Agreement, and any First Priority Secured Party (or, after the occurrence of the First Priority Obligations Payment Date, any Second Priority Secured Party) may intervene and interpose such defense or plea in its or their name or in the name of such GrantorLoan Party. (b) With respect to each Type of Common Collateral, if Should any Second Priority Secured Party (or any agent or other representative thereof) or any Third Priority Secured Party (or any agent or other representative thereof) Party, contrary to this Agreement, in any way takestake, attempts attempt to take or threatens threaten to take any action with respect to such the Common Collateral (including, without limitation, any attempt to realize upon or enforce any remedy on such Common Collateral) in violation of with respect to this Agreement), or fails fail to take any action required by this Agreement, any First Priority Secured Party or, following the occurrence of the First Priority Obligations Payment Date, any Second Priority Secured Party (in each case in its or their own name or in the name of any Grantorthe relevant Loan Party) or the relevant Loan Party may obtain relief against such Second Priority Secured Party (or agent or other representative thereof) or Third Priority Secured Party (or agent or other representative thereof), as the case may be, by injunction, specific performance and/or other appropriate equitable relief, it being understood and agreed by the Second Priority Representative on behalf of each other Second Priority Secured Party and the Third Priority Representative on behalf of each other Third Priority Secured Party that (i) the damages First Priority Secured Parties’ and (following the occurrence of the First Priority Obligations Payment Date) Second Priority Secured Parties Parties’ damages from its actions may at that time be difficult to ascertain and may be irreparable, and (ii) each Second Priority Secured Party and each Third Priority Secured Party waives any defense that any Grantor the Loan Parties and/or the First Priority Secured Parties or (following the occurrence of the First Priority Obligations Payment Date) Second Priority Secured Parties cannot demonstrate damage and/or can be made whole by the awarding of damages.