Effectiveness of Lien Priorities. Each of the parties hereto acknowledges that the Lien priorities in respect of the Pari Passu Collateral Accounts provided for in this Agreement shall not be affected or impaired in any manner whatsoever, including, without limitation, on account of: (i) the invalidity, irregularity or unenforceability of all or any part of the First Priority Loan Documents or the Second Priority Loan Documents; (ii) any amendment, change or modification of any First Priority Loan Documents or Second Priority Loan Documents; or (iii) any impairment, modification, change, exchange, release or subordination of or limitation on, any liability of, or stay of actions or lien enforcement proceedings against, the Parent or any of its Subsidiaries party to any of the First Priority Loan Documents or Second Priority Loan Documents, its property, or its estate in bankruptcy resulting from any bankruptcy, arrangement, readjustment, composition, liquidation, rehabilitation, similar proceeding or otherwise involving or affecting any First Priority Creditor or any Second Priority Creditor.
Effectiveness of Lien Priorities. Each of the parties hereto acknowledges that the Lien priorities provided for in this Agreement shall not be affected or impaired in any manner whatsoever, including on account of: (i) the invalidity, irregularity or unenforceability of all or any part of the ABL Facility Documents or the Term Loan Documents; (ii) any amendment, change or modification of any ABL Facility Documents or the Term Loan Documents not in contravention of the terms of this Agreement; or (iii) any impairment, modification, change, exchange, release or subordination of or limitation on, any liability of, or stay of actions or lien enforcement proceedings against any Grantor under the ABL Facility Documents or the Term Loan Documents, any property of any Grantor, or any Grantor’s estate in bankruptcy resulting from any bankruptcy, arrangement, readjustment, composition, liquidation, rehabilitation, similar proceeding or otherwise involving or affecting any Secured Party.
Effectiveness of Lien Priorities. Each of the parties hereto acknowledges that the Lien priorities provided for in this Agreement shall not be affected or impaired in any manner whatsoever, including, without limitation, on account of: (i) the invalidity, irregularity or unenforceability of all or any part of the ABL Documents or the Term Documents; (ii) any amendment, change or modification of any ABL Documents or Term Documents; or (iii) any impairment, modification, change, exchange, release or subordination of or limitation on, any liability of, or stay of actions or lien enforcement proceedings against, Holdings or any of its Subsidiaries party to any of the ABL Documents or the Term Documents, its property, or its estate in bankruptcy resulting from any bankruptcy, arrangement, readjustment, composition, liquidation, rehabilitation, similar proceeding or otherwise involving or affecting any Secured Party.
Effectiveness of Lien Priorities. Each of the parties hereto acknowledges that the Lien priorities provided for in this Agreement shall not be affected or impaired in any manner whatsoever, including, without limitation, on account of: (i) the invalidity, irregularity or unenforceability of all or any part of the Credit Documents; (ii) any amendment, change or modification of any Credit Documents; or (iii) any impairment, modification, change, exchange, release or subordination of or limitation on, any liability of, or stay of actions or lien enforcement proceedings against, SSCC or any Loan Party under a Credit Document, or its property, or its estate in bankruptcy resulting from any bankruptcy, arrangement, readjustment, composition, liquidation, rehabilitation, similar proceeding or otherwise involving or affecting any Secured Party.
Effectiveness of Lien Priorities. The priorities of the Liens provided in Section 2.1(a) shall not be altered or otherwise affected by any amendment, modification, supplement, extension, renewal, restatement, replacement or refinancing of the Term Obligations, nor by any action or inaction which the Term Representatives or the Term Secured Parties may take or fail to take in respect of the Term Priority Collateral, so long as the Liens of the Term Representatives and the Term Secured Parties in the Term Priority Collateral are valid, perfected and enforceable.
Effectiveness of Lien Priorities. The priorities of the Liens provided in Section 3.1(a) shall not be altered or otherwise affected by any amendment, modification, supplement, extension, renewal, restatement, replacement or refinancing of the ABL Obligations, nor by any action or inaction which the ABL Agent or the ABL Secured Parties may take or fail to take in respect of the ABL Priority Collateral, so long as the Liens of the ABL Agent and the ABL Secured Parties in the ABL Priority Collateral are valid, perfected and enforceable.
Effectiveness of Lien Priorities. Each of the parties hereto acknowledges that the Lien priorities provided for in this Agreement shall not be affected or impaired in any manner whatsoever, including, without limitation, on account of: (i) invalidity, irregularity, unenforceability or avoidability of all or any part of the ABL Loan Documents or the Fixed Asset Documents or (ii) any impairment, modification, change, exchange, release or subordination of or limitation on, any liability of, or stay of actions or lien enforcement proceedings against, the Company or any of its Subsidiaries party to any of the ABL Loan Documents or the Fixed Asset Documents, its property, or its estate in bankruptcy resulting from any bankruptcy, arrangement, readjustment, composition, liquidation, rehabilitation or similar proceeding involving or affecting any Claimholder.
Effectiveness of Lien Priorities. Each of the parties hereto acknowledges that the Lien priorities provided for in this Agreement shall not be affected or impaired in any manner whatsoever, including, without limitation, on account of: (i) the invalidity, irregularity or unenforceability of all or any part of the ABL Documents or the Term Loan Documents; (ii) any amendment, change or modification of any ABL Documents or Term Loan Documents not in contravention of the terms of this Agreement; (iii) any absence or failure of, or delay (including any Permitted Delay) in, the execution and filing of a mortgage with respect to real property, the execution and delivery of a control agreement, or otherwise obtaining perfection or priority, with respect to the security interests and Liens granted in favor of any Security Agent or any Secured Party on any of the Collateral; or (iv) any impairment, modification, change, exchange, release or subordination of or limitation on, any liability of, or stay of actions or lien enforcement proceedings against, Parent or any of its Subsidiaries party to any of the ABL Documents or the Term Loan Documents, its property, or its estate in bankruptcy resulting from any bankruptcy, arrangement, readjustment, composition, liquidation, rehabilitation, similar proceeding or otherwise involving or affecting any Secured Party.
Effectiveness of Lien Priorities. (i) Each of the parties hereto acknowledges that the Lien priorities provided for in this Agreement shall not be affected or impaired in any manner whatsoever, including, without limitation, on account of: (i) the invalidity, irregularity or unenforceability of all or any part of the ABL Documents or the Pari Term Debt Documents; (ii) any amendment, change or modification of any ABL Documents or Pari Term Debt Documents; or (iii) any impairment, modification, change, exchange, release or subordination of or limitation on, any liability of, or stay of actions or lien enforcement proceedings against, Holdco or any of its Subsidiaries party to any of the ABL Documents or the Pari Term Debt Documents, its property, or its estate in bankruptcy resulting from any bankruptcy, arrangement, readjustment, composition, liquidation, rehabilitation, similar proceeding or otherwise involving or affecting any Secured Party.
(ii) Notwithstanding anything to the contrary herein, solely as between the Pari Term Debt Secured Parties it is the intention of the Pari Term Debt Secured Parties that the holders of Pari Term Debt Obligations of each Series (and not the holders of Pari Term Debt Obligations of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Debt Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than ABL Obligations or Pari Term Debt Obligations of any other Series), (y) any of Pari Term Debt Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Debt Obligations and/or (z) any intervening security interest exists securing any other obligations (other than ABL Obligations or Pari Term Debt Obligations of any other Series) on a basis ranking prior to the security interest of such Series of Pari Term Debt Obligations but junior to the security interest of any other Series of Pari Term Debt Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Debt Obligations that is not Collateral (for the purposes of this Section 2 only, any such condition referred to in the foregoing clauses (i) or (ii) with respect to any Series of Pari Term Debt Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Debt Obligations, solely as between the Pari Term Debt Secured Parti...
Effectiveness of Lien Priorities. Each of the parties hereto acknowledges that the Lien priorities provided for in this Agreement shall not be affected or impaired in any manner whatsoever, including on account of: (i) the invalidity, irregularity or unenforceability of all or any part of the ABL Facility Documents, the Term Loan Documents or the Junior Priority Documents; (ii) any amendment, change or modification of any ABL Facility Documents, the Term Loan Documents or the Junior Priority Documents not in contravention of the terms of this Agreement; or (iii) any impairment, modification, change, exchange, release or subordination of or limitation on, any liability of, or stay of actions or lien enforcement proceedings against any Grantor under any of the ABL Facility Documents, the Term Loan Documents or the Junior Priority Documents, any property of any Grantor, or any Grantor’s estate in bankruptcy resulting from any bankruptcy, arrangement, readjustment, composition, liquidation, rehabilitation, similar proceeding or otherwise involving or affecting any Secured Party.
