Common use of Effectiveness in Insolvency Proceedings Clause in Contracts

Effectiveness in Insolvency Proceedings. This Agreement, which the parties hereto expressly acknowledge is a “subordination agreement” under Section 510(a) of the Bankruptcy Code, shall be applicable both before and after the filing of any petition by or against any of the Debtor Parties under the Bankruptcy Code or comparable foreign laws and all converted or succeeding cases in respect thereof, and all references herein to any Grantor shall be deemed to apply to the trustee for such Grantor and such Grantor as a debtor-in-possession. The relative rights of (a) the ABL Agent and the other ABL Secured Parties and (b) the Indenture Agent and the other Indenture Secured Parties in or to any distributions from or in respect of any Common Collateral or proceeds of Common Collateral, shall continue after the filing thereof on the same basis as prior to the date of the petition, subject to any court order approving the financing of, or use of cash collateral by, any Grantor as a debtor-in-possession. If, in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any ABL Priority Collateral of the reorganized debtor are distributed both on account of ABL Obligations and on account of Indenture Obligations, then, to the extent such debt obligations are secured by Liens upon any ABL Priority Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations. If, in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any Indenture Priority Collateral of the reorganized debtor are distributed both on account of Indenture Obligations and on account of ABL Obligations, then, to the extent such debt obligations are secured by Liens upon any Indenture Priority Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations.

Effectiveness in Insolvency Proceedings. This Agreement, which the parties hereto expressly acknowledge is a “subordination agreement” under Section 510(a) of the Bankruptcy Code, shall be applicable both before and after the filing of any petition by or against any of the Debtor Loan Parties under the Bankruptcy Code or comparable foreign laws and all converted or succeeding cases in respect thereof, and all references herein to any Grantor Loan Party shall be deemed to apply to the trustee for such Grantor Loan Party and such Grantor Loan Party as a debtor-in-possession. The relative rights of (a) the ABL Revolving Facility Agent and the other ABL Revolving Facility Secured Parties and (b) the Indenture Term Facility Agent and the other Indenture Term Facility Secured Parties in or to any distributions from or in respect of any Common Collateral or proceeds of Common Collateral, shall continue after the filing thereof on the same basis as prior to the date of the petition, subject to any court order approving the financing of, or use of cash collateral by, any Grantor Loan Party as a debtor-in-possession. If, in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any ABL Revolving Facility Priority Collateral of the reorganized debtor are distributed both on account of ABL Revolving Facility Obligations and on account of Indenture Term Facility Obligations, then, to the extent such debt obligations are secured by Liens upon any ABL Priority Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations. If, in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any Indenture Priority Collateral of the reorganized debtor are distributed both on account of Indenture Obligations and on account of ABL Obligations, then, to the extent such debt obligations are secured by Liens upon any Indenture Revolving Facility Priority Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations.

Effectiveness in Insolvency Proceedings. This Agreement, which the parties hereto expressly acknowledge is a “subordination agreement” under Section 510(a) of the Bankruptcy Code, shall be applicable both before and after the filing of any petition by or against any of the Debtor Loan Parties under the Bankruptcy Code or comparable foreign laws and all converted or succeeding cases in respect thereof, and all references herein to any Grantor Loan Party shall be deemed to apply to the trustee for such Grantor Loan Party and such Grantor Loan Party as a debtor-in-possession. The relative rights of (a) the ABL Agent and the other ABL Secured Parties and (b) the Indenture Term Loan Agent and the other Indenture Term Loan Secured Parties in or to any distributions from or in respect of any Common Collateral or proceeds of Common Collateral, shall continue after the filing thereof on the same basis as prior to the date of the petition, subject to any court order approving the financing of, or use of cash collateral by, any Grantor Loan Party as a debtor-in-possession. If, in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any ABL Priority Collateral of the reorganized debtor are distributed both on account of ABL Obligations and on account of Indenture Term Loan Obligations, then, to the extent such debt obligations are secured by Liens upon any ABL Priority Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations. If, in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any Indenture Term Loan Priority Collateral of the reorganized debtor are distributed both on account of Indenture Term Loan Obligations and on account of ABL Obligations, then, to the extent such debt obligations are secured by Liens upon any Indenture Term Loan Priority Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations.

Effectiveness in Insolvency Proceedings. This Agreement, which the parties hereto expressly acknowledge is a “subordination agreement” under Section 510(a) of the Bankruptcy Code, shall be applicable both before and after the filing of any petition by or against any of the Debtor Loan Parties under the Bankruptcy Code or comparable foreign laws and all converted or succeeding cases in respect thereof, and all references herein to any Grantor Loan Party shall be deemed to apply to the trustee for such Grantor Loan Party and such Grantor Loan Party as a debtor-in-possession. The relative rights of (a) the ABL U.S. Revolver Collateral Agent and the other ABL U.S. Revolver Secured Parties, (b) the Term Collateral Agent and the other Term Loan Secured Parties and (bc) the Indenture International Collateral Agent and the other Indenture International Secured Parties in or to any distributions from or in respect of any Common Collateral or proceeds of Common Collateral, shall continue after the filing thereof on the same basis as prior to the date of the petition, subject to any court order approving the financing of, or use of cash collateral by, any Grantor Loan Party as a debtor-in-possession. If, in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any ABL Priority U.S. Revolver First Lien Collateral of the reorganized debtor are distributed both on account of ABL Obligations and on account each of Indenture the Obligations, then, to the extent such debt obligations are secured by Liens upon any ABL Priority U.S. Revolver First Lien Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations. If, in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any Indenture Priority Term Loan First Lien Collateral of the reorganized debtor are distributed both on account of Indenture Obligations and on account each of ABL the Obligations, then, to the extent such debt obligations are secured by Liens upon any Indenture Priority Term Loan First Lien Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations.

Effectiveness in Insolvency Proceedings. This Agreement, which the parties hereto expressly acknowledge is a “subordination agreement” under Section 510(a) of the Bankruptcy Code, shall be applicable effective both before and after the filing of any petition by or against any of the Debtor Loan Parties under the Bankruptcy Code or comparable foreign laws and all converted or succeeding cases in respect thereof, ; and all references herein to any Grantor Loan Party shall be deemed to apply to the trustee for such Grantor Loan Party and such Grantor Loan Party as a debtor-in-possession. The relative rights of (ai) the ABL Agent and the other ABL Secured Parties and (bii) the Indenture Term Agent and the other Indenture Term Secured Parties in or to any distributions from or in respect of any Common Collateral or proceeds Proceeds of Common Collateral, Collateral shall continue after the filing thereof on the same basis as prior to the date of the petition, subject to any court order approving the financing of, or use of cash collateral by, any Grantor Loan Party as a debtor-in-possession. If, in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any ABL Priority Collateral of the reorganized debtor are distributed both on account of ABL Obligations and on account of Indenture Term Obligations, then, to the extent such debt obligations are secured by Liens upon any ABL Priority Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations. IfCommensurately, if in any Insolvency Proceeding, debt obligations of the reorganized debtor secured by Liens upon any Indenture Term Priority Collateral of the reorganized debtor are distributed both on account of Indenture ABL Obligations and on account of ABL Term Obligations, then, to the extent such debt obligations are secured by Liens upon any Indenture Term Priority Collateral, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to any plan effected pursuant to an Insolvency Proceeding and will apply with like effect to the Liens securing such debt obligations.