Common use of Actions with Respect to Shared Collateral; Prohibition on Contesting Liens Clause in Contracts

Actions with Respect to Shared Collateral; Prohibition on Contesting Liens. i) Each of the Authorized Representatives agrees that it will not accept any Lien on Lien on any asset or property of any Grantor (other than funds deposited for the discharge or defeasance of First Lien Obligations to the extent permitted by the applicable First Lien Documents) unless each other Series of First Lien Obligations concurrently obtains a Lien thereon or such other Series of First Lien Obligations waives their rights under this sentence, and by executing this Agreement (or a Joinder Agreement), each Authorized Representative and the Series of First Lien Secured Parties for which it is acting hereunder agree to be bound by the provisions of this Agreement and the other First Lien Documents applicable to it. (a) Each of the First Lien Secured Parties agrees that it will not (and hereby waives any right to) question or contest or support any other Person in contesting, in any proceeding (including any Insolvency or Liquidation Proceeding), the perfection, priority, validity, attachment or enforceability of a Lien held by or on behalf of any of the First Lien Secured Parties in all or any part of the Collateral, or the provisions of this Agreement; provided that nothing in this Agreement shall be construed to prevent or impair the rights of any Authorized Representative to enforce this Agreement. (b) Each Authorized Representative agrees to provide reasonable prior notice to the other Authorized Representative of its initial material Enforcement Action.

Actions with Respect to Shared Collateral; Prohibition on Contesting Liens. (a) With respect to any Shared Collateral, (i) only the Controlling Collateral (d) Each of the Authorized Representatives agrees that it will not accept any Lien on Lien on any asset or property of any Grantor (other than funds deposited for the discharge or defeasance of First Lien Obligations to the extent permitted by the applicable First Lien Documents) unless each other Series of First Lien Obligations concurrently obtains a Lien thereon or such other Series of First Lien Obligations waives their rights under this sentence, and by executing this Agreement (or a Joinder Agreement), each Authorized Representative and the Series of First Lien Secured Parties for which it is acting hereunder agree to be bound by the provisions of this Agreement and the other First Lien Documents applicable to it. (a) Each of the First Lien Secured Parties agrees that it will not (and hereby waives any right to) question Agent shall act or refrain from acting with respect to the Shared Collateral (including with respect contest or support any other Person in contesting, in any proceeding (including any Insolvency or to any intercreditor agreement with respect to any Shared Collateral), and then only on the Liquidation Proceeding), the perfection, priority, validity, attachment validity or enforceability of a Lien held by or on instructions of the Applicable Authorized Representative, (ii) the Controlling Collateral Agent behalf of any of the First Lien Secured Parties in all or any part of the Collateral, or the provisions of this shall not follow any instructions with respect to such Shared Collateral (including with respect to Agreement; provided that nothing in this Agreement shall be construed to prevent or impair the any intercreditor agreement with respect to any Shared Collateral) from any Non-Controlling rights of any Collateral Agent or any Authorized Representative to enforce this Agreement. (b) Each . Authorized Representative agrees to provide reasonable prior notice to or any other Secured Party (other than the other Applicable Authorized Representative) and (iii) no Non-Controlling Authorized Representative of its initial material Enforcement Action.or other Secured Party SECTION

Actions with Respect to Shared Collateral; Prohibition on Contesting Liens. i(a) Each of the Authorized Representatives agrees that it will not accept any Lien on Lien on any asset or property of any Grantor (other than funds deposited for the discharge or defeasance of First Lien Obligations to the extent permitted by the applicable First Lien Documents) unless each other Series of First Lien Obligations concurrently obtains a Lien thereon or such other Series of First Lien Obligations waives their rights under this sentence, and by executing this Agreement (or a Joinder Agreement), each Authorized Representative and the Series of First Lien Secured Parties for which it is acting hereunder agree to be bound by the provisions of this Agreement and the other First Lien Documents applicable to it. (ab) Each of the First Lien Secured Parties agrees that it will not (and hereby waives any right to) question or contest or support any other Person in contesting, in any proceeding (including any Insolvency or Liquidation Proceeding), the perfection, priority, validity, attachment or enforceability of a Lien held by or on behalf of any of the First Lien Secured Parties in all or any part of the Collateral, or the provisions of this Agreement; provided that nothing in this Agreement shall be construed to prevent or impair the rights of any Authorized Representative to enforce this Agreement. (b) Each Authorized Representative agrees to provide reasonable prior notice to the other Authorized Representative of its initial material Enforcement Action.