Common use of Intercreditor Agreement Controlling Clause in Contracts

Intercreditor Agreement Controlling. Notwithstanding anything herein to the contrary, the liens and security interests granted to the Agent pursuant to this Agreement, the exercise of any right or remedy by the Agent hereunder and any obligation of any Grantor to take any action, in each case, with respect to the Collateral are subject to the limitations and provisions of the Intercreditor Agreement. In the event of any inconsistency between the terms or conditions of this Agreement and the terms and conditions of the Intercreditor Agreement, the terms and conditions of the Intercreditor Agreement shall control. Notwithstanding anything herein to the contrary, prior to the First Priority Obligations Payment Date (as defined in the Intercreditor Agreement) with respect to the ABL Priority Collateral (as defined in the Intercreditor Agreement), (i) no Grantor shall be required to act or refrain from acting with respect to any ABL Priority Collateral (as defined in the Intercreditor Agreement) if compliance by such Grantor with such requirement would result in a breach of or constitute a default under the Intercreditor Agreement, (ii) the requirements of this Agreement to deliver any physical ABL Priority Collateral (as defined in the Intercreditor Agreement) and any certificates, instruments or documents in relation thereto (or control thereof) to the Agent shall be deemed satisfied by delivery of such Collateral and such certificates, instruments or documents in relation thereto (or control thereof) to the ABL Agent (as defined in the Intercreditor Agreement) and (iii) any provision of this Agreement requiring or authorizing any action by, or requiring that any action or delivery be satisfactory to the Agent, shall instead be deemed to require or authorize such action by, or that such action or delivery be satisfactory to, the ABL Agent (as defined in the Intercreditor Agreement).

Intercreditor Agreement Controlling. Notwithstanding anything herein to the contrary, the liens and security interests granted to the Agent pursuant to this Agreement, the exercise of any right or remedy by the Agent hereunder and any obligation of any Grantor to take any action, in each case, with respect to the Collateral are subject to the limitations and provisions of the Intercreditor Agreement. In the event of any inconsistency between the terms or conditions of this Agreement and the terms and conditions of the Intercreditor Agreement, the terms and conditions of the Intercreditor Agreement shall control. Notwithstanding anything herein to the contrary, prior to the First Priority Obligations Payment Date (as defined in the Intercreditor Agreement) with respect to the ABL Term Loan Priority Collateral (as defined in the Intercreditor Agreement), (i) no Grantor shall be required to act or refrain from acting with respect to any ABL Term Loan Priority Collateral (as defined in the Intercreditor Agreement) if compliance by such Grantor with such requirement would result in a breach of or constitute a default under the Intercreditor Agreement, (ii) the requirements of this Agreement to deliver any physical ABL Priority Collateral (as defined in the Intercreditor Agreement) and any certificates, instruments or documents in relation thereto (or control thereof) to the Agent shall be deemed satisfied by delivery of such Collateral and such certificates, instruments or documents in relation thereto (or control thereof) to the ABL New Money Term Loan Agent (as defined in the Intercreditor Agreement) and (iii) any provision of this Agreement Section 4 requiring or authorizing any action by, or requiring that any action or delivery be satisfactory to to, the Agent, Agent shall instead be deemed to require or authorize such action by, or that such action or delivery be satisfactory to, the ABL New Money Term Loan Agent (as defined in the Intercreditor Agreement); provided that this clause (iii) shall not be applicable to the last sentence of Section 4(d).