Common use of Adequate Protection Liens and Claims Clause in Contracts

Adequate Protection Liens and Claims. In addition to the Adequate Protection Payments, the Prepetition Agent and the Prepetition Lenders are hereby provided with the following forms of adequate protection (which the Postpetition Lender acknowledges is acceptable to it) to protect against the diminution of value, if any, of the Prepetition Collateral: (a) As adequate protection of the respective interests of the Prepetition Agent and the Prepetition Lenders in the Prepetition Collateral, the Prepetition Agent (for the benefit of itself and the Prepetition Lenders) shall be entitled to a claim pursuant to section 364(c)(1) of the Bankruptcy Code with priority over any and all other claims except for the Carve-Out and the superpriority claim of the Postpetition Lender for the Postpetition Obligations (the “Adequate Protection Claim”). (b) As adequate protection of the respective interests of the Prepetition Agent and Prepetition Lenders in the Prepetition Collateral, the Prepetition Agent (for the benefit of itself and the Prepetition Lenders) shall be entitled to replacement Liens on all of the Postpetition Collateral (the “Adequate Protection Liens”) (which are hereby granted to the Prepetition Agent), subject and junior only to the Postpetition Liens, Non-Primed Liens (but only to the extent such Non-Primed Liens were senior in priority to the Prepetition Liens as of the Petition Date) and the Carve-Out. Except as provided in this Interim Order with respect to the Postpetition Liens, the Adequate Protection Liens on the Borrower’s Prepetition Collateral or Postpetition Collateral shall not be subordinate to or pari passu with any Lien on the Postpetition Collateral by any order subsequently entered in the Chapter 11 Cases. (c) The Adequate Protection Liens granted pursuant to subparagraph (b) above shall be deemed to be perfected automatically upon entry of this Interim Order, without the necessity of the filing of any UCC-1 financing statement, state or federal notice, mortgage or other similar instrument or document in any state or public record or office and without the necessity of taking possession or “control” (within the meaning of the Uniform Commercial Code) of any Postpetition Collateral or Prepetition Collateral. (d) The adequate protection provided pursuant to this Interim Order (including, without limitation, the Adequate Protection Claims and the Adequate Protection Liens) shall apply to provide the Prepetition Agent and the Prepetition Lenders with adequate protection against any diminution in their interests in the Prepetition Collateral occurring from and after the Petition Date, even if such diminution occurred prior to the date hereof.

Adequate Protection Liens and Claims. In addition to the Adequate Protection Payments, the The Prepetition Agent and the Prepetition Lenders are hereby provided with the following forms of adequate protection (which the Postpetition Lender acknowledges is acceptable to it) to protect against the diminution of value, if any, of the Prepetition Collateral: (a) As adequate protection of the respective interests of the Prepetition Agent and the Prepetition Lenders in the Prepetition Collateral, the Prepetition Agent (for the benefit of itself and the Prepetition Lenders) shall be entitled to a claim pursuant to section 364(c)(1) of the Bankruptcy Code with priority over any and all other claims except for the Carve-Out and the superpriority claim of the Postpetition Lender for the Postpetition Obligations (the “Adequate Protection Claim”). (b) As adequate protection of the respective interests of the Prepetition Agent and Prepetition Lenders in the Prepetition Collateral, the Prepetition Agent (for the benefit of itself and the Prepetition Lenders) shall be entitled to replacement Liens on all of the Postpetition Collateral (the “Adequate Protection Liens”) (which are hereby granted to the Prepetition Agent), subject and junior only to the Postpetition Liens, Non-Primed Liens (but only to the extent such Non-Primed Liens were senior in priority to the Prepetition Liens as of the Petition Date) and the Carve-Out). Except as provided in this Interim Order with respect to the Postpetition Liens, the Adequate Protection Liens on the Borrower’s Prepetition Collateral or Postpetition Collateral shall not be subordinate to or pari passu with any Lien on the Postpetition Collateral by any order subsequently entered in the Chapter 11 Cases. (c) The Adequate Protection Liens granted pursuant to subparagraph (b) above shall be deemed to be perfected automatically upon entry of this Interim Order, without the necessity of the filing of any UCC-1 financing statement, state or federal notice, mortgage or other similar instrument or document in any state or public record or office and without the necessity of taking possession or “control” (within the meaning of the Uniform Commercial Code) of any Postpetition Collateral or Prepetition Collateral. (d) The adequate protection provided pursuant to this Interim Order (including, without limitation, the Adequate Protection Claims and the Adequate Protection Liens) shall apply to provide the Prepetition Agent and the Prepetition Lenders with adequate protection against any diminution in their interests in the Prepetition Collateral occurring from and after the Petition Date, even if such diminution occurred prior to the date hereof.