Common use of Certain Real Property Notices; Inspection Rights and Insurance Clause in Contracts

Certain Real Property Notices; Inspection Rights and Insurance. (a) Subject to, and to the extent specifically provided in, the Indenture Documents, any Indenture Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the Indenture Priority Collateral, and the Indenture Agent may advertise and conduct public auctions or private sales of the Indenture Priority Collateral, in each case without notice to, the involvement of or interference by any ABL Secured Party or liability to any ABL Secured Party except as otherwise provided in Sections 4.2 and 4.4. Subject to the ABL Documents, any ABL Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the ABL Priority Collateral, and the ABL Agent may advertise and conduct public auctions or private sales of the ABL Priority Collateral, in each case without notice to, the involvement of or interference by any Indenture Secured Party or liability to any Indenture Secured Party, except as otherwise provided in Sections 4.2 and 4.4. (b) Proceeds of Common Collateral include insurance proceeds, and therefore the lien priorities set forth in Section 3.1 shall govern the ultimate disposition of casualty insurance proceeds. Until the ABL Obligations Payment Date has occurred, the ABL Agent will have the sole and exclusive right, to the extent provided in the ABL Agreement, (i) to adjust or settle any insurance policy or claim covering the ABL Priority Collateral in the event of any loss thereunder and (ii) to approve any award granted in any condemnation or similar proceeding affecting the ABL Priority Collateral. Each of the ABL Agent and the Indenture Agent shall be named as additional insured and loss payee under any insurance policies maintained from time to time by any Grantor with respect to the ABL Priority Collateral (provided that such policy shall provide that the ABL Agent and the Indenture Agent shall be so named as their interests may appear). Until the Indenture Obligations Payment Date has occurred, the Indenture Agent will have the sole and exclusive right, to the extent provided in the Indenture, (i) to adjust or settle any insurance policy or claim covering the Indenture Priority Collateral in the event of any loss thereunder and (ii) to approve any award granted in any condemnation or similar proceeding affecting the Indenture Priority Collateral. Each of the Indenture Agent and the ABL Agent shall be named as additional insured and loss payee under any insurance policies maintained from time to time by any Grantor with respect to the Indenture Priority Collateral (provided that such policy shall provide that the Indenture Agent and the ABL Agent shall be so named as their interests may appear). (c) Notwithstanding anything to the contrary in the ABL Agreement or the Indenture, the parties hereby agree that in the event that a Recovery Event occurs and the Company is required as a result to prepay or offer to prepay the ABL Obligations or the Indenture Obligations, then such prepayments shall be made (a) in the case of a Recovery Event involving ABL Priority Collateral, first to the ABL Obligations and then to the Indenture Obligations as provided in Section 5.1 and (b) in the case of a Recovery Event involving Indenture Priority Collateral, first to the Indenture Obligations and then to the ABL Obligations as provided in Section 5.1.

Certain Real Property Notices; Inspection Rights and Insurance. (a) Subject to, and to To the extent specifically provided in, under the Indenture Revolving Facility Documents, any Indenture Revolving Facility Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the Indenture Revolving Facility Priority Collateral, and the Indenture Revolving Facility Agent may advertise and conduct public auctions or private sales of the Indenture Revolving Facility Priority Collateral, in each case without notice to, the involvement of or interference by any ABL Term Facility Secured Party or liability to any ABL Term Facility Secured Party except as otherwise Party. (b) To the extent provided in Sections 4.2 and 4.4. Subject to under the ABL Term Facility Documents, any ABL Term Facility Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the ABL Term Facility Priority Collateral, and the ABL Term Facility Agent may advertise and conduct public auctions or private sales of the ABL Term Facility Priority Collateral, in each case without notice to, the involvement of or interference by any Indenture Revolving Facility Secured Party or liability to any Indenture Revolving Facility Secured Party, Party except as otherwise provided in Sections 4.2 and 4.4Section 3.4. (bc) Proceeds of Common Collateral include insurance proceeds, and therefore the lien priorities set forth in Section 3.1 2.1 shall govern the ultimate disposition of casualty insurance proceeds. Until the ABL Revolving Facility Obligations Payment Date has occurred, the ABL Revolving Facility Agent will have the sole and exclusive right, right as between itself and the Term Facility Agent but in all circumstances subject to and solely to the extent provided in under the ABL Agreement, Revolving Facility Documents (i) to adjust or settle any insurance policy or claim covering the ABL Revolving Facility Priority Collateral in the event of any loss thereunder and (ii) to approve any award granted in any condemnation or similar proceeding affecting the ABL Revolving Facility Priority Collateral. Each of the ABL Agent and the Indenture Agent shall be named as additional insured and loss payee under any insurance policies maintained from time to time by any Grantor with respect to the ABL Priority Collateral (provided that such policy shall provide that the ABL Agent and the Indenture Agent shall be so named as their interests may appear). Until the Indenture Term Facility Obligations Payment Date has occurred, the Indenture Term Facility Agent will have the sole and exclusive right, right as between itself and the Revolving Facility Agent but in all circumstances subject to and solely to the extent provided in under the Indenture, Term Facility Documents (i) to adjust or settle any insurance policy or claim covering the Indenture Term Facility Priority Collateral in the event of any loss thereunder and (ii) to approve any award granted in any condemnation or similar proceeding affecting the Indenture Term Facility Priority Collateral. Each of the Indenture Agent and the ABL Agent shall be named as additional insured and loss payee under any insurance policies maintained from time to time by any Grantor with respect to the Indenture Priority Collateral (provided that such policy shall provide that the Indenture Agent and the ABL Agent shall be so named as their interests may appear). (cd) Notwithstanding anything to the contrary in the ABL Revolving Facility Agreement or the IndentureTerm Facility Agreement, the parties hereby agree that in the event that a Recovery Event occurs and the Company Borrower is required as a result under the terms of the Revolving Facility Agreement or the Term Facility Agreement to prepay or offer to prepay the ABL Revolving Facility Obligations or the Indenture Term Facility Obligations, then such prepayments shall be made (a) in the case of a Recovery Event involving ABL Revolving Facility Priority Collateral, first to the ABL Revolving Facility Obligations and then to the Indenture Term Facility Obligations as provided in Section 5.1 4.1 and (b) in the case of a Recovery Event involving Indenture Term Facility Priority Collateral, first to the Indenture Term Facility Obligations and then to the ABL Revolving Facility Obligations as provided in Section 5.14.1.

Certain Real Property Notices; Inspection Rights and Insurance. (a) Subject to, and to the extent specifically provided in, the Indenture Documents, any Indenture Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the Indenture Priority Collateral, and the Indenture Agent may advertise and conduct public auctions or private sales of the Indenture Priority Collateral, in each case without notice to, the involvement of or interference by any ABL Secured Party or liability to any ABL Secured Party except as otherwise provided in Sections 4.2 and 4.4. Subject to the ABL Documents, any ABL Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the ABL Priority Collateral, and the ABL Agent may advertise and conduct public auctions or private sales of the ABL Priority Collateral, in each case without notice to, the involvement of or interference by any Indenture Term Loan Secured Party or liability to any Indenture Term Loan Secured Party. (b) Subject to the Term Loan Documents, any Term Loan Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the Term Loan Priority Collateral, and the Term Loan Agent may advertise and conduct public auctions or private sales of the Term Loan Priority Collateral, in each case without notice to, the involvement of or interference by any ABL Secured Party or liability to any ABL Secured Party except as otherwise provided in Sections 4.2 and 4.4Section 3.4. (bc) Proceeds of Common Collateral include insurance proceeds, and therefore the lien priorities set forth in Section 3.1 2.1 shall govern the ultimate disposition of casualty insurance proceeds. Until the ABL Obligations Payment Date has occurred, the ABL Agent will have the sole and exclusive right, to the extent provided in the ABL Agreement, right (i) to adjust or settle any insurance policy or claim covering the ABL Priority Collateral in the event of any loss thereunder and (ii) to approve any award granted in any condemnation or similar proceeding affecting the ABL Priority Collateral. Each of the ABL Agent and the Indenture Term Loan Agent shall be named as additional insured and loss payee under any insurance policies maintained from time to time by any Grantor Loan Party with respect to the ABL Priority Collateral (provided that such policy shall provide that the ABL Agent and the Indenture Term Loan Agent shall be so named as their interests may appear). Until the Indenture Term Loan Obligations Payment Date has occurred, the Indenture Term Loan Agent will have the sole and exclusive right, to the extent provided in the Indenture, right (i) to adjust or settle any insurance policy or claim covering the Indenture Term Loan Priority Collateral in the event of any loss thereunder and (ii) to approve any award granted in any condemnation or similar proceeding affecting the Indenture Term Loan Priority Collateral. Each of the Indenture Term Loan Agent and the ABL Agent shall be named as additional insured and loss payee under any insurance policies maintained from time to time by any Grantor Loan Party with respect to the Indenture Term Loan Priority Collateral (provided that such policy shall provide that the Indenture Term Loan Agent and the ABL Agent shall be so named as their interests may appear). (cd) Notwithstanding anything to the contrary in the ABL Agreement or the IndentureTerm Loan Agreement, the parties hereby agree that in the event that a Recovery Event occurs and the Company Borrower is required as a result to prepay or offer to prepay the ABL Obligations or the Indenture Term Loan Obligations, then such prepayments shall be made (a) in the case of a Recovery Event involving ABL Priority Collateral, first to the ABL Obligations and then to the Indenture Term Loan Obligations as provided in Section 5.1 4.1, and (b) in the case of a Recovery Event involving Indenture Term Loan Priority Collateral, first to the Indenture Term Loan Obligations and then to the ABL Obligations as provided in Section 5.14.1.

Certain Real Property Notices; Inspection Rights and Insurance. (a) Subject to, and to the extent specifically provided in, the Indenture Documents, any Indenture Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the Indenture Priority Collateral, and the Indenture Agent may advertise and conduct public auctions or private sales of the Indenture Priority Collateral, in each case without notice to, the involvement of or interference by any ABL Secured Party or liability to any ABL Secured Party except as otherwise provided in Sections 4.2 and 4.4. Subject to the ABL Documents, any ABL Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the ABL Priority Collateral, and the ABL Agent may advertise and conduct public auctions or private sales of the ABL Priority Collateral, in each case without notice to, the involvement of or interference by any Indenture Term Loan Secured Party or liability to any Indenture Term Loan Secured Party. (b) Subject to the Term Loan Documents, any Term Loan Secured Party and its representatives and invitees may at any time inspect, repossess, remove and otherwise deal with the Term Loan Priority Collateral, and the Term Loan Agent may advertise and conduct public auctions or private sales of the Term Loan Priority Collateral, in each case without notice to, the involvement of or interference by any ABL Secured Party or liability to any ABL Secured Party except as otherwise provided in Sections 4.2 and 4.4Section 3.4. (bc) Proceeds of Common Collateral include insurance proceeds, and therefore the lien priorities set forth in Section 3.1 2.1 shall govern the ultimate disposition of casualty insurance proceeds. Until the ABL Obligations Payment Date has occurred, the ABL Agent will have the sole and exclusive right, to the extent provided in the ABL Agreement, right (i) to adjust or settle any insurance policy or claim covering the ABL Priority Collateral in the event of any loss thereunder and (ii) to approve any award granted in any condemnation or similar proceeding affecting the ABL Priority Collateral. Each of the ABL Agent and the Indenture Term Loan Agent shall be named as additional insured and loss payee under any insurance policies maintained from time to time by any Grantor Loan Party with respect to the ABL Priority Collateral (provided that such policy shall provide that the ABL Agent and the Indenture Term Loan Agent shall be so named as their interests may appear). Until the Indenture Term Loan Obligations Payment Date has occurred, the Indenture Term Loan Agent will have the sole and exclusive right, to the extent provided in the Indenture, right (i) to adjust or settle any insurance policy or claim covering the Indenture Term Loan Priority Collateral in the event of any loss thereunder and (ii) to approve any award granted in any condemnation or similar proceeding affecting the Indenture Term Loan Priority Collateral. Each of the Indenture Term Loan Agent and the ABL Agent shall be named as additional insured and loss payee under any insurance policies maintained from time to time by any Grantor Loan Party with respect to the Indenture Term Loan Priority Collateral (provided that such policy shall provide that the Indenture Term Loan Agent and the ABL Agent shall be so named as their interests may appear). (cd) Notwithstanding anything to the contrary in the ABL Agreement or the IndentureTerm Loan Agreement, the parties hereby agree that in the event that a Recovery Event occurs and the Company Borrower is required as a result to prepay or offer to prepay the ABL Obligations or the Indenture Term Loan Obligations, then such prepayments shall be made (a) in the case of a Recovery Event involving ABL Priority Collateral, first to the ABL Obligations and then to the Indenture Term Loan Obligations as provided in Section 5.1 4.1 and (b) in the case of a Recovery Event involving Indenture Term Loan Priority Collateral, first to the Indenture Term Loan Obligations and then to the ABL Obligations as provided in Section 5.14.1.