Common use of Amendments to the Intercreditor Agreement and Additional Intercreditor Agreements Clause in Contracts

Amendments to the Intercreditor Agreement and Additional Intercreditor Agreements. (a) In connection with the Incurrence of any Indebtedness by the Company or any of its Restricted Subsidiaries that is permitted to share the Collateral, the Trustee and the Security Agent shall, at the request of the Company, enter into with the Company, the relevant Restricted Subsidiaries and the holders of such Indebtedness (or their duly authorized representatives) one or more intercreditor agreements or deeds (including a -135- restatement, replacement, amendment or other modification of the Intercreditor Agreement) (an “Additional Intercreditor Agreement”), on substantially the same terms as the Intercreditor Agreement (or terms that are not materially less favorable to the Holders) and substantially similar as applies to sharing of the proceeds of security and enforcement of security, priority and release of security; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or Security Agent or, in the opinion of the Trustee or Security Agent, adversely affect the personal rights, duties, liabilities, indemnification or immunities of the Trustee or the Security Agent under this Indenture or the Intercreditor Agreement. In connection with the foregoing, the Company shall furnish to the Trustee and the Security Agent such documentation in relation thereto as it may reasonably require. A reference to the Intercreditor Agreement in this Indenture will also include any Additional Intercreditor Agreement.

Amendments to the Intercreditor Agreement and Additional Intercreditor Agreements. (a) In connection with the Incurrence incurrence of any Indebtedness by the Company any Issuer, Parent or any of its Restricted Subsidiaries Subsidiary that is permitted to share in the Notes Collateral (and which the Issuers elect shall share in the Notes Collateral), the Trustee and the Security Agent shall, at the request of the CompanyIssuers, enter into with the CompanyIssuers, Parent, the relevant Restricted Subsidiaries and the holders of such Indebtedness (or their duly authorized representatives) one or more intercreditor agreements or deeds (including including, as applicable, a -135- restatement, replacement, amendment or other modification of the Intercreditor Agreement) (an “Additional Intercreditor Agreement”), on substantially the same terms as the Intercreditor Agreement (or terms that are not materially less favorable to the HoldersHolders of the Notes) and substantially similar as applies to sharing of the proceeds of security and enforcement of security, priority and release of security; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or the Security Agent or, in the opinion of the Trustee or the Security Agent, as applicable, adversely affect the personal rights, duties, liabilities, indemnification or immunities of the Trustee or the Security Agent under this Indenture or the Intercreditor Agreement. In connection with the foregoing, the Company Issuers shall furnish to the Trustee and the Security Agent such documentation in relation thereto as it may reasonably require. A As used herein, a reference to the Intercreditor Agreement in this Indenture will also include any Additional Intercreditor Agreement.

Amendments to the Intercreditor Agreement and Additional Intercreditor Agreements. (a) In connection with the Incurrence of any Indebtedness by the Issuer, the Company or any of its the Restricted Subsidiaries that is permitted to share in the Collateral (and which the Company elects shall share in the Collateral), the Trustee and the Security Agent shall, at the request of the Company, enter into with the CompanyIssuer, the Company and the relevant Restricted Subsidiaries and the holders of such Indebtedness (or their duly authorized representatives) one or more intercreditor agreements or deeds (including a -135- restatement, replacement, amendment or other modification of the Intercreditor Agreement) (an “Additional Intercreditor Agreement”), on substantially the same terms as the Intercreditor Agreement (or terms that are not materially less favorable to the Holders) and substantially similar as applies to sharing of the proceeds of security and enforcement of security, priority and release of security; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or the Security Agent or, in the opinion of the Trustee or Security Agent, adversely affect the personal rights, duties, liabilities, indemnification or immunities of the Trustee or the Security Agent under this Indenture or the Intercreditor Agreement. In connection with the foregoing, the Company Issuer shall furnish to the Trustee and the Security Agent such documentation in relation thereto as it may reasonably require. A As used herein, a reference to the Intercreditor Agreement in this Indenture will also include any Additional Intercreditor Agreement. In formulating its opinion on such matters, the Trustee and the Security Agent shall each be entitled to request and rely absolutely on such evidence as it deems appropriate, including an Officer’s Certificate and an Opinion of Counsel.

Amendments to the Intercreditor Agreement and Additional Intercreditor Agreements. (a) In connection with the Incurrence incurrence of any Indebtedness by the Company Parent or any of its Restricted Subsidiaries that is permitted to share in the Collateral (and which Parent elects shall share in the Collateral), the Trustee and the Security Agent shall, at the written request of the CompanyParent or an Issuer, enter into with the CompanyParent, the relevant Restricted Subsidiaries and the holders of such Indebtedness (or their duly authorized representatives) one or more intercreditor agreements or deeds (including a -135- restatement, replacement, amendment or other modification of the Intercreditor Agreement) (an “Additional Intercreditor Agreement”), on substantially the same terms as the 146 #94579868v11 Intercreditor Agreement (or terms that are not materially less favorable to the Holders) and substantially similar as applies to sharing of the proceeds of security and enforcement of security, priority and release of security; provided provided, that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or Security Agent or, in the opinion of the Trustee or Security Agent, adversely affect the personal rights, protections, duties, liabilities, indemnification indemnifications or immunities of the Trustee or the Security Agent under this Indenture or the Intercreditor Agreement. In connection with the foregoing, Parent or the Company Issuers shall furnish to the Trustee and the Security Agent such documentation in relation thereto as it they may reasonably require. A As used herein, a reference to the Intercreditor Agreement in this Indenture will also include any Additional Intercreditor Agreement.