Common use of Exclusive Means of Exercising Rights under this Agreement Clause in Contracts

Exclusive Means of Exercising Rights under this Agreement. The Note Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. (a) The Note First Lien Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, Directing First Lien Collateral Agent as their respective exclusive agent hereunder as and exclusive agents hereunderto the extent set forth in Section 3.2(a). Consistent with such appointment, the Note Claimholders and the ABL First Lien Claimholders further shall be deemed to have agreed that only their respective the Directing First Lien Collateral Agent (and not any individual Claimholder claimholder or group of claimholders) as agent for the First Lien Claimholders) , or any of the Directing First Lien Collateral Agent’s agents, shall have the exclusive right on their behalf to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral); provided, provided that (i) ABL Claimholders holding obligations in respect to Bank Products or holders of the First Lien Secured Hedging Obligations in respect of Hedging Agreements and the First Lien Banking Services Obligations may exercise customary netting and set off rights with respect theretounder the First Lien Hedge Agreements and First Lien Banking Services Agreements to which they are, respectively, a party, (ii) cash collateral may be held pursuant to the terms of the ABL Loan First Lien Documents (including any relating to Bank Products or Hedging First Lien Hedge Agreements) and any such individual ABL First Lien Claimholder may act against such Collateral, cash collateral in accordance with the terms of the relevant First Lien Document or applicable law and (iii) ABL the First Lien Claimholders may exercise customary rights of setoff against depository or other accounts maintained with themthem in accordance with the terms of the relevant First Lien Document or applicable law. Specifically, but without limiting the generality of the foregoing, each Noteholder no First Lien Claimholder or group of NoteholdersFirst Lien Claimholders, and each ABL Lender other than the Directing First Lien Collateral Agent (acting at the direction of, or group pursuant to a grant of ABL Lendersauthority by, the Required First Lien Claimholders), shall not be entitled to take or file, but instead and shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral), except solely as provided in the proviso in the immediately preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. (a) The Note First Lien Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, Directing First Lien Collateral Agent as their respective and exclusive agents agent hereunder. Consistent with such appointment, the Note Claimholders and the ABL First Lien Claimholders further shall be deemed to have agreed that only their respective the Directing First Lien Collateral Agent (and not any individual Claimholder claimholder or group of claimholders) as agent for the First Lien Claimholders) , or any of the Directing First Lien Collateral Agent’s agents, shall have the exclusive right on their behalf to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral); provided, provided that (i) ABL Claimholders holding obligations in respect to Bank Products or holders of the First Lien Secured Hedging Obligations in respect of Hedging Agreements and the First Lien Banking Services Obligations may exercise customary netting and set off rights with respect theretounder the First Lien Hedge Agreements and First Lien Banking Services Agreements to which they are, respectively, a party, (ii) cash collateral may be held pursuant to the terms of the ABL Loan First Lien Documents (including any relating to Bank Products or Hedging First Lien Hedge Agreements) and any such individual ABL First Lien Claimholder may act against such Collateral, cash collateral in accordance with the terms of the relevant First Lien Document or applicable law and (iii) ABL the First Lien Claimholders may exercise customary rights of setoff against depository or other accounts maintained with themthem in accordance with the terms of the relevant First Lien Document or applicable law. Specifically, but without limiting the generality of the foregoing, each Noteholder no First Lien Claimholder or group of NoteholdersFirst Lien Claimholders, and each ABL Lender other than the Directing First Lien Collateral Agent (acting at the direction of, or group pursuant to a grant of ABL Lendersauthority by, the Required First Lien Claimholders), shall not be entitled to take or file, but instead and shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral), except solely as provided in the proviso in the immediately preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. (a) The Note Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, Credit Agreement Collateral Agent as their respective and exclusive agents agent hereunder. Consistent with such appointment, the Note Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective the ABL Credit Agreement Collateral Agent (and not any individual Claimholder claimholder or group of claimholders) as agent for the ABL Claimholders) , or any of the ABL Credit Agreement Collateral Agent’s agents, shall have the exclusive right on their behalf to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral); provided, provided that (i) holders of the ABL Claimholders holding obligations in respect to Bank Products or Secured Swap Obligations in respect of Hedging Agreements and the ABL Banking Services Obligations may exercise customary netting and set off rights with respect theretounder the ABL Swap Contracts and ABL Banking Services Agreements to which they are, respectively, a party, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging AgreementsABL Swap Contracts) and any such individual ABL Claimholder may act against such Collateral, cash collateral in accordance with the terms of the relevant ABL Document or applicable law and (iii) the ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with themthem in accordance with the terms of the relevant ABL Document or applicable law. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, and each no ABL Lender Claimholder or group of ABL LendersClaimholders, other than the ABL Credit Agreement Collateral Agent (acting at the direction of, or pursuant to a grant of authority by, the Required ABL Claimholders), shall not be entitled to take or file, but instead and shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral), except solely as provided in the proviso in the immediately preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Term Claimholders shall be deemed to have irrevocably appointed the Notes Term Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent and the Junior Secured Notes Claimholders shall be deemed to have irrevocably appointed the Junior Secured Notes Agent, as their respective and exclusive agents hereunder, and to have consented to the execution and delivery of this Agreement thereby on such respective claimholders’ behalf. Consistent with such appointment, the Note Term Claimholders, the ABL Claimholders and the ABL Junior Secured Notes Claimholders further shall be deemed to have agreed that only their respective Agent Agents (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of NoteholdersTerm Claimholder (other than the Term Agent), each ABL Claimholder (other than the ABL Agent) and each ABL Lender or group of ABL LendersJunior Secured Notes Claimholder (other than the Junior Secured Notes Agent), shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral), except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. (a) The Note First Lien Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, Directing First Lien Collateral Agent as their respective and exclusive agents agent hereunder. Consistent with such appointment, the Note Claimholders and the ABL First Lien Claimholders further shall be deemed to have agreed that only their respective the Directing First Lien Collateral Agent (and not any individual Claimholder claimholder or group of claimholders) as agent for the First Lien Claimholders) , or any of the Directing First Lien Collateral Agent’s agents, shall have the exclusive sole right on their behalf to take, direct and/or exercise any rights, powers, powers and/or remedies under or in connection with this Agreement with respect to Collateral or otherwise (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral); provided, provided that (i) ABL Claimholders holding obligations in respect to Bank Products or holders of the First Lien Secured Hedging Obligations in respect of Hedging Agreements and the First Lien Banking Services Obligations may exercise customary netting and set off rights with respect theretounder the First Lien Hedge Agreements and First Lien Banking Services Agreements to which they are, respectively, a party, (ii) cash collateral may be held pursuant to the terms of the ABL Loan First Lien Documents (including any relating to Bank Products or Hedging the First Lien Hedge Agreements) and any such individual ABL First Lien Claimholder may act against such Collateral, cash collateral in accordance with the terms of the relevant First Lien Document or applicable law and (iii) ABL the First Lien Claimholders may exercise customary rights of setoff against depository or other accounts maintained with themthem in accordance with the terms of the relevant First Lien Document or applicable law. Specifically, but without limiting the generality of the foregoing, each Noteholder no First Lien Claimholder or group of NoteholdersFirst Lien Claimholders, and each ABL Lender other than the Directing First Lien Collateral Agent (acting at the direction of, or group pursuant to a grant of ABL Lendersauthority by, the Required First Lien Claimholders), shall not be entitled to take or file, but instead and shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral), except solely as provided in the proviso in the immediately preceding sentence. For the avoidance of doubt, the Directing First Lien Collateral Agent shall be entitled to the benefit of all the exculpatory, indemnity and reimbursement provisions set forth in any First Lien Document for the benefit of any “collateral agent” (or any other agent or similar representative) with respect to any exercise by the Directing First Lien Collateral Agent of any of the rights or remedies under this Agreement, including any such exercise of any right or remedy with respect to any Collateral, or any other action or inaction by it in its capacity as the Directing First Lien Collateral Agent.

Exclusive Means of Exercising Rights under this Agreement. (a) The Note Claimholders Senior Secured Parties shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, Designated Senior Representative as their respective exclusive agent hereunder as and exclusive agents hereunderto the extent set forth herein. Consistent with such appointment, the Note Claimholders and the ABL Claimholders Senior Secured Parties further shall be deemed to have agreed that only their respective Agent the Designated Senior Representative (and not any individual Claimholder claimholder or group of Claimholdersclaimholders) as agent for the Senior Secured Parties, or any of the Designated Senior Representative’s agents, shall have the exclusive right on their behalf to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral); provided, provided that (i) ABL Claimholders holding obligations in respect to Bank Products or holders of the Secured Swap Obligations in respect of Hedging Agreements and the Secured Cash Management Obligations may exercise customary netting and set off rights with respect theretounder the Swap Agreements and Cash Management Agreements to which they are, respectively, a party, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Senior Debt Documents (including any relating to Bank Products or Hedging Swap Agreements) and any such individual ABL Claimholder Senior Secured Party may act against such Collateral, cash collateral in accordance with the terms of the relevant Senior Debt Document or applicable law and (iii) ABL Claimholders the Senior Secured Parties may exercise customary rights of setoff against depository or other accounts maintained with themthem in accordance with the terms of the relevant Senior Debt Document or applicable law. Specifically, but without limiting the generality of the foregoing, each Noteholder no Senior Secured Party or group of NoteholdersSenior Secured Parties, and each ABL Lender or group of ABL Lendersother than the Designated Senior Representative, shall not be entitled to take or file, but instead and shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral), except solely as provided in the proviso in the immediately preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent and each Series of Additional First Lien Claimholders shall be deemed to have irrevocably appointed the related Additional First Lien Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note First Lien Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder Noteholder, each holder of Additional First Lien Obligations, group of Noteholders or group of Noteholdersholders of Additional First Lien Obligations, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or Table of Contents file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Notes Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note Notes Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or in otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Claimholders First Priority Secured Parties shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders Lender Agent as their exclusive agent hereunder. The 2010 Noteholders shall be deemed to have irrevocably appointed the ABL Agent, 2010 Trustee as their respective and exclusive agents agent hereunder. The 2015 Noteholders shall be deemed to have irrevocably appointed the 2015 Trustee as their exclusive agent hereunder. The holders of Indebtedness under any Additional Pari Passu Third Priority Agreement shall be deemed to have irrevocably appointed its designated Additional Third Priority Representative as their exclusive agent hereunder. Consistent with such appointment, (a) the Note Claimholders and the ABL Claimholders First Priority Secured Parties further shall be deemed to have agreed that only their respective the Lender Agent (and not any individual Claimholder claimholder or group of Claimholdersclaimholders) as agent for the First Priority Secured Parties, or any of the Lender Agent’s agents (including the First Priority Collateral Agent) shall have the exclusive right on their behalf to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral); provided, that (i) ABL Claimholders First Priority Secured Parties holding obligations in respect to Bank Products or Obligations obligations in respect of Hedging Agreements hedging agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan First Priority Documents (including any relating to Bank Products or Hedging Agreementshedging agreements) and any such individual ABL Claimholder First Priority Secured Party may act against such Collateralcash collateral, and (iii) ABL Claimholders First Priority Secured Parties may exercise customary rights of setoff against depository or other accounts maintained with them; (b) the Second Priority Secured Parties further shall be deemed to have agreed that only the 2010 Trustee (and not any individual claimholder or group of claimholders), as the agent of the Second Priority Secured Parties, or any of the 2010 Trustee’s agents (including the Second Priority Collateral Agent) shall have the right on their behalf to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement); (c) the 2015 Noteholders further shall be deemed to have agreed that only the 2015 Trustee (and not any individual claimholder or group of claimholders), as the agent for the 2015 Noteholders, or any of the 2015 Trustee’s agents (including the Third Priority Collateral Agent) shall have the right on their behalf to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement); and (d) (c) the holders of the Indebtedness under each Additional Pari Passu Third Priority Agreement further shall be deemed to have agreed that only the Additional Third Priority Representative thereof (and not any individual claimholder or group of claimholders), as the agent for such holders, or any of the 2015 Trustee’s agents (including the Third Priority Collateral Agent) shall have the right on their behalf to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement). Specifically, but without limiting the generality of the foregoing, each Noteholder First Priority Secured Party or group of NoteholdersFirst Priority Secured Parties, each Second Priority Secured Party or group of Second Priority Secured Parties, and each ABL Lender Third Priority Secured Party or group of ABL LendersThird Priority Secured Parties, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral), except solely as provided in the proviso in the immediately preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note applicable Term Claimholders shall be deemed to have irrevocably appointed the Notes Agent, applicable Term Agent and the applicable ABL Claimholders shall be deemed to have irrevocably appointed the applicable ABL Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note Claimholders Term Claimholders, and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent Agents (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this AgreementAgreement and, with respect to any Mexico Security Trust, issuing instructions, directions or requests to the Mexico Security Trustee in respect thereof) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, Term Claimholder (other than any Term Agent) and each ABL Lender or group of Claimholder (other than the ABL LendersAgent), shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise ). For purposes of any Collateral located in relation Mexico, and subject to the Collateralterms provided under the ABL Loan Agreement, except solely as provided in the proviso in applicable ABL Claimholders shall be deemed to have irrevocably authorized the preceding sentenceABL Agent to delegate to any other Agent the comisión mercantil con representación granted to such ABL Agent pursuant to Article 280 and any other applicable Articles of the Mexican Federal Commerce Code (Código de Comercio).

Exclusive Means of Exercising Rights under this Agreement. The Note Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or in otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL SCF Claimholders shall be deemed to have irrevocably appointed the ABL SCF Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note Claimholders and the ABL SCF Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL SCF Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL SCF Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL SCF Claimholder may act against such Collateral, and (iii) ABL SCF Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, and each ABL SCF Lender or group of ABL SCF Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or in otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Term Loan Claimholders shall be deemed to have irrevocably appointed the Term Loan Agent, the First-Lien Notes Claimholders shall be deemed to have irrevocably appointed the First-Lien Notes Agent, the Second-Lien Notes Claimholders shall be deemed to have irrevocably appointed the Second-Lien Notes Agent, the Third-Lien Notes Claimholders shall be deemed to have irrevocably appointed the Third-Lien Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note such Notes Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, provided that (i) ABL Claimholders holding obligations in respect to of Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them, and (iv) may exercise rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Cash Flow Credit Claimholders shall be deemed to have irrevocably appointed the Credit Agreement Agent, Note Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent and the Additional First Lien Claimholders shall be deemed to have irrevocably appointed the Additional First Lien Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note First Lien Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Permitted Secured Bank Products Product Debt or Permitted Secured Hedge Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Permitted Secured Bank Products Product Debt or Hedging AgreementsPermitted Secured Hedge Obligations) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder Noteholder, each holder of Additional First Lien Obligations, group of Noteholders or group of Noteholdersholders of Additional First Lien Obligations, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. (a) The Note First Lien Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, Directing First Lien Collateral Agent as their respective and exclusive agents agent hereunder. Consistent with such appointment, the Note Claimholders and the ABL First Lien Claimholders further shall be deemed to have agreed that only their respective the Directing First Lien Collateral Agent (and not any individual Claimholder claimholder or group of claimholders) as agent for the First Lien Claimholders) , or any of the Directing First Lien Collateral Agent’s agents, shall have the exclusive right on their behalf to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral); provided, provided that (i) ABL Claimholders holding obligations in respect to Bank Products or holders of the Hedging Obligations in respect of Hedging Agreements and the Banking Services Obligations may exercise customary netting and set off rights with respect theretounder the First Lien Hedging Agreements and Banking Services Agreements to which they are, respectively, a party, (ii) cash collateral may be held pursuant to the terms of the ABL Loan First Lien Documents (including any relating to Bank Products or Hedging Hedge Agreements) and any such individual ABL First Lien Claimholder may act against such Collateral, cash collateral in accordance with the terms of the relevant First Lien Document or applicable law and (iii) ABL First Lien Claimholders may exercise customary rights of setoff against depository or other accounts maintained with themthem in accordance with the terms of the relevant First Lien Document or applicable law. Specifically, but without limiting the generality of the foregoing, each Noteholder First Lien Claimholder, other than the Directing First Lien Collateral Agent acting at the direction of, or pursuant to a grant of authority by, the Required First Lien Claimholders, or group of Noteholders, and each ABL Lender or group of ABL Lenders, First Lien Claimholders shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral), except solely as provided in the proviso in the immediately preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Term Debt Claimholders shall be deemed to have irrevocably appointed the Notes Agent, Term Debt Trustee and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note Term Debt Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the ABL Collateral; provided, that that, (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral constituting ABL Collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such ABL Collateral, and (iiiii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder Term Debt Claimholder or group of NoteholdersTerm Debt Claimholders, and each ABL Lender Claimholder or group of ABL LendersClaimholders, except in each case, the Term Debt Trustee and the ABL Agent shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the ABL Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Senior Secured Notes Claimholders shall be deemed to have irrevocably appointed the Senior Secured Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent and by execution and delivery of the Junior Secured Notes Joinder Agreement, the Junior Secured Notes Claimholders shall be deemed to have irrevocably appointed the Junior Secured Notes Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note Senior Secured Notes Claimholders, the ABL Claimholders and the ABL Junior Secured Notes Claimholders further shall be deemed to have agreed that only their respective Agent Agents (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of NoteholdersSenior Secured Notes Claimholder (other than the Senior Secured Notes Agent), each ABL Claimholder (other than the ABL Agent) and each ABL Lender or group of ABL LendersJunior Secured Notes Claimholder (other than the Junior Secured Notes Agent), shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral), except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Claimholders shall be deemed to have irrevocably appointed the Notes Note Agent, and the ABL Bank Claimholders shall be deemed to have irrevocably appointed the ABL Bank Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note Claimholders and the ABL Bank Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Bank Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral Cash Collateral may be held pursuant to the terms of the ABL Bank Loan Documents (including any relating to Bank Products or Hedging AgreementsProducts) and any such individual ABL Bank Claimholder may act against such Collateral, and (iii) ABL Bank Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Claimholders shall be deemed to have irrevocably appointed the Notes Note Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral Cash Collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iiiii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note First-Lien Notes Claimholders shall be deemed to have irrevocably appointed the First-Lien Notes Agent, the Second-Lien Notes Claimholders shall be deemed to have irrevocably appointed the Second-Lien Notes Agent, the Third-Lien Notes Claimholders shall be deemed to have irrevocably appointed the Third-Lien Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note such Notes Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to of Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them, and (iv) may exercise rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of Noteholders, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Senior Secured Note Claimholders shall be deemed to have irrevocably appointed the Senior Secured Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Facility Collateral Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Senior Secured Note Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or powers or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations Obligations in respect to Bank Products or Obligations in respect of ABL Secured Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or ABL Secured Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder or group of NoteholdersSenior Secured Note Claimholders, and each ABL Lender or group of ABL LendersClaimholders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Note Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent and the Additional First Lien Claimholders shall be deemed to have irrevocably appointed the Additional First Lien Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note First Lien Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders holding obligations in respect to Bank Products or Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents (including any relating to Bank Products or Hedging Agreements) and any such individual ABL Claimholder may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder Noteholder, each holder of Additional First Lien Obligations, group of Noteholders or group of Noteholdersholders of Additional First Lien Obligations, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.

Exclusive Means of Exercising Rights under this Agreement. The Cash Flow Credit Claimholders shall be deemed to have irrevocably appointed the Credit Agreement Agent, Note Claimholders shall be deemed to have irrevocably appointed the Notes Agent, and the ABL Claimholders shall be deemed to have irrevocably appointed the ABL Agent and the Additional First Lien Claimholders shall be deemed to have irrevocably appointed the Additional First Lien Agent, as their respective and exclusive agents hereunder. Consistent with such appointment, the Note First Lien Claimholders and the ABL Claimholders further shall be deemed to have agreed that only their respective Agent (and not any individual Claimholder or group of Claimholders) shall have the exclusive right to exercise any rights, powers, and/or remedies under or in connection with this Agreement (including bringing any action to interpret or otherwise enforce the provisions of this Agreement) or the Collateral; provided, that (i) ABL Claimholders or Cash Flow Credit Claimholders, as applicable, holding obligations in respect to Permitted Secured Bank Products Product Debt or Permitted Secured Hedge Obligations in respect of Hedging Agreements may exercise customary netting rights with respect thereto, (ii) cash collateral may be held pursuant to the terms of the ABL Loan Documents and Cash Flow Credit Documents (including any relating to Permitted Secured Bank Products Product Debt or Hedging AgreementsPermitted Secured Hedge Obligations) and any such individual ABL Claimholder or Cash Flow Credit Claimholder, as applicable, may act against such Collateral, and (iii) ABL Claimholders may exercise customary rights of setoff against depository or other accounts maintained with them. Specifically, but without limiting the generality of the foregoing, each Noteholder Cash Flow Credit Lender or group of NoteholdersCash Flow Credit Lenders, each Noteholder, each holder of Additional First Lien Obligations, group of Noteholders or group of holders of Additional First Lien Obligations, and each ABL Lender or group of ABL Lenders, shall not be entitled to take or file, but instead shall be precluded from taking or filing (whether in any Insolvency or Liquidation Proceeding or otherwise), any action, judicial or otherwise, to enforce any right or power or pursue any remedy under this Agreement (including any declaratory judgment or other action to interpret or otherwise enforce the provisions of this Agreement) or otherwise in relation to the Collateral, except solely as provided in the proviso in the preceding sentence.