Common use of Continuing Agreement, Transfer of Secured Obligations Clause in Contracts

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until the Discharge of ABL Obligations and the Discharge of Term Obligations shall have occurred, (b) be binding upon the Parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Party shall include any Credit Party as debtor-in-possession and any receiver or trustee for such Credit Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, any ABL Lender, the Term Agent, or any Term Lender may assign or otherwise transfer all or any portion of the ABL Obligations or the Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor or any Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) and any Subsidiary of any Borrower or any Guarantor), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any ABL Lender, or any Term Lender, as the case may be, herein or otherwise. The ABL Secured Parties and the Term Secured Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness to, or for the benefit of, any Credit Party on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until the Discharge of ABL Obligations and the Discharge of Term Obligations shall have occurred, (b) be binding upon the Parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Loan Party shall include any Credit Loan Party as debtor-in-possession and any receiver or trustee for such Credit Loan Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, any ABL LenderCredit Party, the Term Agent, or any Term Lender Credit Party may assign or otherwise transfer all or any portion of the ABL Obligations or the Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor Loan Party or any Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) Loan Party and any Subsidiary of any Borrower or any GuarantorLoan Party), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any ABL LenderCredit Party, or any Term LenderCredit Party, as the case may be, herein or otherwise. The ABL Secured Credit Parties and the Term Secured Credit Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness indebtedness to, or for the benefit of, any Credit Loan Party on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until the earlier of the date upon which the Discharge of ABL Obligations and shall have occurred or the date upon which the Discharge of Term Obligations shall have occurred, (b) be binding upon the Parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Loan Party shall include any Credit Loan Party as debtor-in-possession and any receiver or trustee for such Credit Loan Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, any ABL LenderSecured Party, the Term Agent, or any Term Lender Secured Party may assign or otherwise transfer all or any portion of the ABL Obligations or the Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor or any Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) and any Subsidiary of any Borrower or any Guarantor), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any ABL LenderSecured Party, or any Term LenderSecured Party, as the case may be, herein or otherwise. The ABL Secured Parties and the Term Secured Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness to, or for the benefit of, any Credit Loan Party on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) subject to Section 5.3, remain in full force and effect until the Discharge of ABL Obligations, the Discharge of 2025 Notes Obligations and the Discharge of Term Additional Obligations shall have occurred, (b) be binding upon the Parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral, subject to Section 7.10 hereof. All references to any Credit Party shall include any Credit Party as debtor-in-possession and any receiver or trustee for such Credit Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, any ABL Lender, the Term Agent, Secured Party Agent or any Term Lender Secured Creditor may assign or otherwise transfer all or any portion of the ABL Obligations or the Term Secured Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor or any Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) and any Subsidiary of any Borrower or any Guarantor), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any ABL Lender, such Secured Party Agent or any Term Lender, as the case may be, herein or otherwiseSecured Creditor. The ABL Secured Parties and the Term Secured Parties may continue, at any time and without notice to the other parties Parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness indebtedness to, or for the benefit of, any Credit Party on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) subject to Section 5.3, remain in full force and effect until the Discharge of ABL Obligations and the Discharge of Term Loan Obligations shall have occurred, (b) be binding upon the Parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Party shall include any Credit Party as debtor-in-possession and any receiver or trustee for such Credit Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Term Loan Collateral Agent, any ABL Lenderother Term Loan Secured Party, the Term Notes Collateral Agent, or any Term Lender other Notes Secured Party may assign or otherwise transfer all or any portion of the ABL Term Loan Obligations or the Term Notes Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor or any Affiliate of any Borrower or any Guarantor (except as provided in the ABL any Term Loan Credit Agreement or the Term Credit Agreement) and any Indenture, as applicable), or any Subsidiary of any Borrower or any Guarantor), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Term Loan Collateral Agent, the Term Notes Collateral Agent, any ABL Lendersuch other Term Loan Secured Party, or any Term Lendersuch other Notes Secured Party, as the case may be, herein or otherwise. The ABL Each of the Term Loan Secured Parties and the Term Notes Secured Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness to, or for the benefit of, any Credit Party on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until the earlier of the Discharge of ABL Obligations and the Discharge of Term Obligations shall have occurredObligations, (b) be binding upon the Parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Party Obligor shall include any Credit Party Obligor as debtor-in-possession and any receiver or trustee for such Credit Party Obligor in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, any other ABL LenderSecured Party, the Term Agent, or any other Term Lender Credit Party may assign or otherwise transfer all or any portion of the ABL Obligations or the Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor Obligor or any Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) Obligor and any Subsidiary of any Borrower or any Guarantor), Obligor) and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any other ABL LenderSecured Party, or any other Term LenderCredit Party, as the case may be, herein or otherwise. The ABL Secured Parties and the Term Secured Credit Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness to, or for the benefit of, any Credit Party Borrower on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until the Discharge of ABL Obligations and the Discharge of Term Obligations shall have occurred, (b) be binding upon the Parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Party shall include any Credit Party as debtor-in-possession and any receiver or trustee for such Credit Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, any ABL Lender, the Term Agent, or any Term Lender may assign or otherwise transfer all or any portion of the ABL Obligations or the Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor or any Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) and any Subsidiary of any Borrower or any Guarantor), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any ABL Lender, or any Term Lender, as the case may be, herein or otherwise. The ABL Secured Parties and the Term Secured Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness indebtedness to, or for the benefit of, any Credit Party on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until the Discharge of ABL Obligations and the Discharge of Term Obligations shall have occurred, (b) be binding upon the Parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Party shall include any Credit Party as debtor-in-possession and any receiver or trustee for such Credit Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, any ABL LenderSecured Party, the any Term Agent, or any Term Lender Secured Party may assign or otherwise transfer all or any portion of the ABL Obligations or the relevant Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor or any Affiliate of any Borrower or any Guarantor and any Subsidiary of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or Agreement, the Term Credit Agreement) and any Subsidiary of any Borrower Agreement or any GuarantorAdditional Term Debt Agreement, as applicable)), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the such Term Agent, any such ABL LenderSecured Party, or any such Term LenderSecured Party, as the case may be, herein or otherwise. The ABL Secured Parties and the Term Secured Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness to, or for the benefit of, any Credit Party on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until (x) the Discharge of ABL 2003 Secured Obligations and or (y) the Discharge of Term 2009 Obligations (without the 2009 Obligations having been refinanced) shall have occurredoccurred and shall terminate upon the occurrence of the first to occur of either (x) or (y), (b) be binding upon the Parties Secured Party Agents and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties Secured Party Agents and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Shared Collateral, subject to Section 7.9. All references to any Credit Party shall include any Credit Party as debtor-in-possession and any receiver or trustee for such Credit Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, any ABL Lender, the Term Agent, Secured Party Agent or any Term Lender Secured Creditor may assign or otherwise transfer all or any portion of the ABL Secured Obligations or the Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor Credit Party or any Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) Party and any Subsidiary of any Borrower or any GuarantorCredit Party), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any ABL Lender, such Secured Party Agent or any Term Lender, as the case may be, Secured Creditor herein or otherwise. The ABL Secured Parties and the Term Secured Parties may continue, at any time and without notice to the other parties Secured Party Agents hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness indebtedness to, or for the benefit of, any Credit Party on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until the earlier of the Discharge of ABL Obligations and or the Discharge of Term Obligations shall have occurredNotes Obligations, (b) be binding upon the Parties parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Loan Party shall include any Credit Loan Party as debtor-in-possession and any receiver or trustee for such Credit Loan Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL AgentAgent any ABL Secured Party, any ABL Lender, the Term Notes Collateral Agent, or any Term Lender Notes Secured Party may assign or otherwise transfer all or any portion of the ABL Obligations or the Term Notes Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor or any Subsidiary or Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) and any Subsidiary of any Borrower or any Guarantor), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term any Notes Collateral Agent, any ABL LenderSecured Party, or any Term LenderNotes Secured Party, as the case may be, herein or otherwise. The ABL Secured Parties and the Term Notes Secured Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness to, or for the benefit of, any Credit Loan Party on the faith hereof.. US-DOCS\116541863.10

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full fall force and effect until the Discharge of ABL Obligations, the Discharge of Cash Flow Obligations and the Discharge of Term Additional Obligations shall have occurred, subject to Section 5.3, (b) be binding upon the Parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral, subject to Section 7.10 hereof. All references to any Credit Party shall include any Credit Party as debtor-in-possession and any receiver or trustee for such Credit Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, any ABL Lender, the Term Agent, Secured Party Agent or any Term Lender Secured Creditor may assign or otherwise transfer all or any portion of the ABL Secured Obligations or the Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor Credit Party or any Affiliate of any Borrower Credit Party or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) and any Subsidiary of any Borrower or any GuarantorCredit Party), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any ABL Lender, such Secured Party Agent or any Term Lender, as the case may be, Secured Creditor herein or otherwise. The ABL Secured Parties and the Term Secured Parties may continue, at any time and without notice to the other parties Parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness indebtedness to, or for the benefit of, any Credit Party on the faith hereof.

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until the earlier of the Discharge of ABL Obligations and or the Discharge of Term Obligations shall have occurredObligations, (b) be binding upon the Parties parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Loan Party shall include any Credit Loan Party as debtor-in-possession and any receiver or trustee for such Credit Loan Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, Agent any ABL LenderSecured Party, the Term Agent, or any Term Lender Secured Party may assign or otherwise transfer all or any portion of the ABL Obligations or the Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor or any Subsidiary or Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) and any Subsidiary of any Borrower or any Guarantor), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any ABL LenderSecured Party, or any Term LenderSecured Party, as the case may be, herein or otherwise. The ABL Secured Parties and the Term Secured Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness to, or for the benefit of, any Credit Loan Party on the faith hereof.. Section 8.8

Continuing Agreement, Transfer of Secured Obligations. This Agreement is a continuing agreement and shall (a) remain in full force and effect until the earlier of the Discharge of ABL Obligations and or the Discharge of Term Obligations shall have occurredObligations, (b) be binding upon the Parties parties and their successors and assigns, and (c) inure to the benefit of and be enforceable by the Parties parties and their respective successors, transferees and assigns. Nothing herein is intended, or shall be construed to give, any other Person any right, remedy or claim under, to or in respect of this Agreement or any Collateral. All references to any Credit Loan Party shall include any Credit Loan Party as debtor-in-possession and any receiver or trustee for such Credit Loan Party in any Insolvency Proceeding. Without limiting the generality of the foregoing clause (c), the ABL Agent, Agent any ABL LenderSecured Party, the Term Agent, or any Term Lender Secured Party may assign or otherwise transfer all or any portion of the ABL Obligations or the Term Obligations, as applicable, to any other Person (other than any Borrower, any Guarantor or any Subsidiary or Affiliate of any Borrower or any Guarantor (except as provided in the ABL Credit Agreement or the Term Credit Agreement) and any Subsidiary of any Borrower or any Guarantor), and such other Person shall thereupon become vested with all the rights and obligations in respect thereof granted to the ABL Agent, the Term Agent, any ABL LenderSecured Party, or any Term LenderSecured Party, as the case may be, herein or otherwise. The ABL Secured Parties and the Term Secured Parties may continue, at any time and without notice to the other parties hereto, to extend credit and other financial accommodations, lend monies and provide Indebtedness to, or for the benefit of, any Credit Loan Party on the faith hereof.