Common use of Exclusive Right to Enforce Rights and Remedies Clause in Contracts

Exclusive Right to Enforce Rights and Remedies. Notwithstanding anything to the contrary contained herein or in any other Facility Document, the authority to enforce rights and remedies hereunder and under the other Facility Documents against Borrower Parties, Guarantor or any of them shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, Administrative Agent in accordance with the Facility Documents for the benefit of all Lenders; provided that the foregoing shall not prohibit (i) Administrative Agent from exercising on its own behalf the rights and remedies that inure to its benefit (solely in its capacity as Administrative Agent) hereunder and under the other Facility Documents, (ii) any Lender from exercising setoff rights in accordance with Section 21 or (iii) any Lender from filing proofs of claim or appearing and filing pleadings on its own behalf during the pendency of a proceeding relative to any Borrower Party or Guarantor under any bankruptcy or other debtor relief law; and provided further that if at any time there is no Person acting as Administrative Agent hereunder and under the other Facility Documents, then (A) Lenders shall have the rights otherwise ascribed to Administrative Agent pursuant to Section 14 and (B) any Lender may, with the consent of the other Lenders, enforce any rights and remedies available to it and as authorized by each other Lender.

Exclusive Right to Enforce Rights and Remedies. Notwithstanding anything to the contrary contained herein or in any other Facility Loan Document, the authority to enforce rights and remedies hereunder and under the other Facility Loan Documents against Borrower Parties, Guarantor the Credit Parties or any of them shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, Administrative Agent in accordance with the Facility Loan Documents for the benefit of all the Lenders; provided that the foregoing shall not prohibit (ia) Administrative the Agent from exercising on its own behalf the rights and remedies that inure to its benefit (solely in its capacity as Administrative Agent) hereunder and under the other Facility Loan Documents, (iib) [intentionally omitted], (c) any Lender from exercising setoff rights in accordance with Section 21 9.11 or (iiid) any Lender from filing proofs of claim or appearing and filing pleadings on its own behalf during the pendency of a proceeding relative to any Borrower Credit Party or Guarantor under any bankruptcy or other debtor relief law; and provided further that if at any time there is no Person acting as Administrative Agent hereunder and under the other Facility Loan Documents, then (Ai) the Required Lenders shall have the rights otherwise ascribed to Administrative the Agent pursuant to Section 14 7.2 and (Bii) in addition to the matters set forth in clauses (b), (c) and (d) of the preceding proviso and subject to Section 9.11, any Lender may, with the consent of the other Required Lenders, enforce any rights and remedies available to it and as authorized by each other Lenderthe Required Lenders.

Exclusive Right to Enforce Rights and Remedies. Notwithstanding anything to the contrary contained herein or in any other Facility Document, the authority to enforce rights and remedies hereunder and under the other Facility Documents against Borrower Parties, Guarantor or any of them shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, Administrative Agent in accordance with the Facility Documents for the benefit of all Lenders; provided that the foregoing shall not prohibit (i) Administrative Agent from exercising on its own behalf the rights and remedies that inure to its benefit (solely in its capacity as Administrative Agent) hereunder and under the other Facility Documents, (ii) any Lender from exercising setoff rights in US_ACTIVE\122150446\V-5 accordance with Section 21 or (iii) any Lender from filing proofs of claim or appearing and filing pleadings on its own behalf during the pendency of a proceeding relative to any Borrower Party or Guarantor under any bankruptcy or other debtor relief law; and provided further that if at any time there is no Person acting as Administrative Agent hereunder and under the other Facility Documents, then (A) Lenders shall have the rights otherwise ascribed to Administrative Agent pursuant to Section 14 and (B) any Lender may, with the consent of the other Lenders, enforce any rights and remedies available to it and as authorized by each other Lender.

Exclusive Right to Enforce Rights and Remedies. Notwithstanding anything to the contrary contained herein or in any other Facility Loan Document, the authority to enforce rights and remedies hereunder and under the other Facility Loan Documents against Borrower Parties, Guarantor the Credit Parties or any of them shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, Administrative Agent in accordance with the Facility Loan Documents for the benefit of all Lenders; provided provided, however, that the foregoing shall not prohibit (i) Administrative Agent from exercising on its own behalf the rights and remedies that inure to its benefit (solely in its capacity as Administrative Agent) hereunder and under the other Facility Loan Documents, ; (ii) any Lender from exercising setoff rights in accordance with and subject to the provisions of Section 21 8.11; or (iii) any Lender from filing proofs of claim or appearing and filing pleadings on its own behalf during the pendency of a proceeding relative to any Borrower Credit Party or Guarantor under any bankruptcy or other debtor relief law; and provided further that further, however, that, if at any time there is no Person acting as Administrative Agent hereunder and under the other Facility Loan Documents, then (A) the Required Lenders shall have the rights otherwise ascribed to Administrative Agent pursuant to Section 14 Article 7; and (B) in addition to the matters set forth in clause (ii) and clause (iii) of the preceding proviso and subject to Section 8.11, any Lender may, with the consent of the other Required Lenders, enforce any rights and remedies available to it and as authorized by each other Lenderthe Required Lenders.

Exclusive Right to Enforce Rights and Remedies. Notwithstanding anything to the contrary contained herein or in any other Facility Transaction Document, the authority to enforce rights and remedies hereunder and under the other Facility Transaction Documents against Borrower Parties, Guarantor the Credit Parties or any of them shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, Administrative the Collateral Agent in accordance with the Facility Transaction Documents for the benefit of all Lendersthe Noteholders; provided that the foregoing shall not prohibit (i) Administrative the Collateral Agent from exercising on its own behalf the rights and remedies that inure to its benefit (solely in its capacity as Administrative Agent) hereunder and under the other Facility Transaction Documents, (ii) any Lender from exercising setoff rights in accordance with Section 21 or (iii) any Lender Noteholder from filing proofs of claim or appearing and filing pleadings on its own behalf during the pendency of a proceeding relative to any Borrower Credit Party or Guarantor under any bankruptcy or other debtor relief law; and provided further that if at any time there is no Person acting as Administrative Agent Collateral Agent, as the case may be, hereunder and under the other Facility Transaction Documents, then in addition to the matters set forth in clause (Aii) Lenders shall have of the rights otherwise ascribed to Administrative Agent pursuant to Section 14 and (B) preceding proviso, any Lender Noteholder may, with the consent of the other LendersRequired Noteholders, enforce any rights and remedies available to it and as authorized by each other Lenderthe Required Noteholders.

Exclusive Right to Enforce Rights and Remedies. Notwithstanding anything to the contrary contained herein or in any other Facility Document, the authority to enforce rights and remedies hereunder and under the other Facility Documents against the Borrower Parties, the Guarantor or any of them shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, the Administrative Agent in accordance with the Facility Documents for the benefit of all the Lenders; provided provided, that the foregoing shall not prohibit (i) the Administrative Agent from exercising on its own behalf the rights and remedies that inure to its benefit (solely in its capacity as the Administrative Agent) hereunder and under the other Facility Documents, (ii) any Lender from exercising setoff rights in accordance with Section 21 18 or (iii) any Lender from filing proofs of claim or appearing and filing pleadings on its own behalf during the pendency of a proceeding relative to any Borrower Party or the Guarantor under any bankruptcy or other debtor relief law; and provided provided, further that if at any time there is no Person acting as the Administrative Agent hereunder and under the other Facility Documents, then (A) the Lenders shall have the rights otherwise ascribed to the Administrative Agent pursuant to Section 14 13 and (B) any Lender may, with the consent of the other Lenders, enforce any rights and remedies available to it and as authorized by each other Lender.

Exclusive Right to Enforce Rights and Remedies. Notwithstanding anything to the contrary contained herein or in any other Facility Loan Document, the authority to enforce rights and remedies hereunder and under the other Facility Loan Documents against Borrower Parties, Guarantor the Credit Parties or any of them shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, Administrative the Agent in accordance with the Facility Loan Documents for the benefit of all the Lenders; provided that the foregoing shall not prohibit (i) Administrative the Agent from exercising on its own behalf the rights and remedies that inure to its benefit (solely in its capacity as Administrative Agent) hereunder and under the other Facility Loan Documents, (ii) [reserved], (iii) any Lender from exercising setoff rights in accordance with Section 21 9.11 or (iiiiv) any Lender from filing proofs of claim or appearing and filing pleadings on its own behalf during the pendency of a proceeding relative to any Borrower Credit Party or Guarantor under any bankruptcy or other debtor relief law; and provided further that if at any time there is no Person acting as Administrative the Agent hereunder and under the other Facility Loan Documents, then (A) the Required Lenders shall have the rights otherwise ascribed to Administrative the Agent pursuant to Section 14 7.2 and (B) in addition to the matters set forth in clauses (ii), (iii) and (iv) of the preceding proviso and subject to Section 9.11, any Lender may, with the consent of the other Required Lenders, enforce any rights and remedies available to it and as authorized by each other Lenderthe Required Lenders.