Common use of Collateral Sharing Clause in Contracts

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for the IRH Provider and the Lenders hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders Banks hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender Bank which provides a LenderBank-Provided Interest Rate Hedge (the “IRH Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for the IRH Provider and the Lenders Banks hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders Banks to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider (except in its capacity as a Lender Bank hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other a Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis basis: (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender or any affiliate thereof which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”) or a Lender-Provided Commodity Hedge (the “CH Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for the IRH Provider Provider, the CH Provider, and the Lenders hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider or CH Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Except as expressly set forth in the Pledge Agreement (to the extent executed and delivered in accordance herewith) all Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (collectively, the “Collateral Documents”"COLLATERAL DOCUMENTS") shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders Banks hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender Bank which provides a LenderBank-Provided Interest Rate Hedge (the “"IRH Provider”PROVIDER"). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”"COLLATERAL AGENT") for the IRH Provider and the Lenders Banks hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders Banks to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider (except in its capacity as a Lender Bank hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder (including without limitation PNC Bank as Swing Loan Lender) hereunder, and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for itself, the IRH Provider Provider, and the Lenders (including without limitation PNC Bank as Swing Loan Lender) hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateralcollateral under the Collateral Documents, including the maintenance and disposition thereof. No IRH Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateralcollateral under the Collateral Documents.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other each Loan Document (the “"Collateral Documents”") shall secure ratably and on a pari passu basis (ia) the Obligations in favor of the Administrative Agent and the Lenders hereunder hereunder, and (iib) the Obligations incurred by any of the Loan Parties Borrower in favor of any Lender and Lender's Affiliates which provides a Lender-Lender Provided Interest Rate Hedge (the “"IRH Provider”"). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “"Collateral Agent”") for the IRH Provider and the Lenders hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateralcollateral, including the maintenance and disposition thereof. No IRH Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateralcollateral.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement Collateral Documents and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders Banks hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender Bank (or any Affiliate of any Bank) which provides a LenderBank-Provided Interest Rate Hedge or an Other Bank Provided Financial Service Product (the “IRH Provider”), and (iii) the BBH Obligations. The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for Xxxxx Brothers Xxxxxxxx & Co. (solely with respect to the Collateral granted for the benefit of Xxxxx Brothers Xxxxxxxx & Co. pursuant to the Guarantee and Collateral Agreement and the Mortgages, and subject to the Collateral Agency Agreement), the IRH Provider Providers and the Lenders Banks hereunder, ; provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents Document empowers the Lenders Banks to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No Neither Xxxxx Brothers Xxxxxxxx & Co. nor any IRH Provider (except in its capacity as a Lender Bank hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All The Loan Documents do not grant any Liens on the date hereof. Any Liens hereafter granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (for purposes of this Section only, the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder (including without limitation PNC Bank as Swing Loan Lender) hereunder, and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender or Affiliate of a Lender which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for itself, the IRH Provider Providers, and the Lenders (including without limitation PNC Bank as Swing Loan Lender) hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateralcollateral under the Collateral Documents, including the maintenance and disposition thereof. No IRH Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateralany hereafter granted collateral under any hereafter existing Collateral Documents.

Collateral Sharing. All Liens granted under the Security AgreementsAgreement, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (the “Collateral Documents”"COLLATERAL DOCUMENTS") shall secure ratably and on a pari passu PARI PASSU basis (i) the Obligations in - 86 - favor of the Administrative Agent and the Lenders hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender or Affiliate of such Lender which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”"HEDGE PROVIDER"). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”"COLLATERAL ADMINISTRATIVE AGENT") for the IRH Hedge Provider and the Lenders hereunder, provided that the Collateral Administrative Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Hedge Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Administrative Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any Collateral Document or any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder and Banks hereunder, (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender Bank which provides a LenderBank-Provided Interest Rate Hedge or an Other Bank Provided Financial Service Product (the “IRH Provider”), and (iii) the obligations arising under the B&R Promissory Note. The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for B&R, the IRH Provider Providers and the Lenders Banks hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents Document empowers the Lenders Banks to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No Neither B&R nor any IRH Provider (except in its capacity as a Lender Bank hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other a Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis basis: (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender or any affiliate thereof which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”), a Lender-Provided Commodity Hedge (the “CH Provider”) or an Other Lender Provided Financial Service Product (the “Financial Service Product Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for the IRH Provider, the CH Provider, the Financial Service Product Provider and the Lenders hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider, CH Provider or Financial Service Product Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement Collateral Documents and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders Banks hereunder and (ii) the Obligations incurred by any of the Loan Parties (a) under any Bank-Provided Hedge or any Bank-Provided Foreign Currency Hedge, in each case, in favor of (1) any Lender Person which at the time it provided such Bank-Provided Hedge or such Bank-Provided Foreign Currency Hedge, was a Bank (or an Affiliate thereof), or (b) in favor of a Bank (or any Affiliate of any Bank) which provides a Lenderan Other Bank-Provided Interest Rate Hedge Financial Service Product (collectively such Persons described in clauses (a) and (b), the “IRH ProviderProviders”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for the IRH Provider Providers and the Lenders Banks hereunder, ; provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents Document empowers the Lenders Banks to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider (except in its capacity as a Lender Bank hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Upon the occurrence of a Security Event, all Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other a Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender or any Affiliate or any Subsidiary thereof, which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”) or a Lender-Provided Commodity Hedge (the “CH Provider”), provided, however, that the provisions contained in this Section 9.2.5.2, shall in no way supercede, and are not intended to obviate, the sharing provisions between the Lenders and the holders of the senior notes under the Note Purchase Agreement, pursuant to Section 8.1.13 hereof. The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for the IRH Provider Provider, the CH Provider, and the Lenders hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider or CH Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Liens granted under the Security AgreementsAgreement, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender or Affiliate of such Lender which provides a Lender-Provided Interest Rate Hedge (the “IRH Hedge Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Administrative Agent”) for the IRH Hedge Provider and the Lenders hereunder, provided that the Collateral Administrative Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Hedge Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Administrative Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender Lender, or any Affiliate of any Lender, which provides a Lender-Provided Interest Rate Hedge or a Lender-Provided Treasury/Credit Arrangement (the “IRH Hedge/Treasury/Credit Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for the IRH Hedge/Treasury/Credit Provider and the Lenders hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Hedge/Treasury/Credit Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.”

Collateral Sharing. All Liens granted under the Security AgreementsAgreement, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender Lender, or any Affiliate of any Lender, which provides a Lender-Provided Interest Rate Hedge or a Lender-Provided Treasury/Credit Arrangement (the “IRH Hedge/Treasury/Credit Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for the IRH Hedge/Treasury/Credit Provider and the Lenders hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Hedge/Treasury/Credit Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. All Liens granted under the Security Agreements, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder (including without limitation PNC Bank as Swing Loan Lender) hereunder, and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender or Affiliate of a Lender which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”). The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for itself, the IRH Provider Providers, and the Lenders (including without limitation PNC Bank as Swing Loan Lender) hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateralcollateral under the Collateral Documents, including the maintenance and disposition thereof. No IRH Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateralcollateral under the Collateral Documents.