Common use of Intercreditor Agreement; No Obligations With Respect to Collateral or Other Security Documents Clause in Contracts

Intercreditor Agreement; No Obligations With Respect to Collateral or Other Security Documents. (a) Each Holder, by accepting any of the Securities, appoints and authorizes the Trustee to execute and deliver the Intercreditor Agreement on behalf of such Holder, and agrees to be bound by the provisions of the Intercreditor Agreement, including, without limitation, Article Four thereof. The Company and the Guarantors hereby acknowledge that the Trustee may execute and deliver the Intercreditor Agreement as aforesaid and consent to the same. Each Holder, by accepting any of the Securities, ratifies (i) the execution and delivery of the Intercreditor Agreement by the Trustee and (ii) all actions taken by the Collateral Agent in the name of such Holder under the Intercreditor Agreement (including, without limitation, the (x) execution and delivery by the Collateral Agent of each Security Document (other than the Intercreditor Agreement) on behalf of such Holder in connection with the creation of the Liens contemplated thereunder and (y) creation of the Liens in favor of such Holder contemplated in each such Security Document). The rights, privileges, protections, immunities and benefits given to the Trustee, including, without limitation, its right to be indemnified, are extended to, and shall be enforceable by, the Trustee in connection with its entering into and performance of its duties under and in respect of the Intercreditor Agreement. (b) Notwithstanding its execution and delivery of the Intercreditor Agreement and the performance of its duties thereunder, the Trustee shall have no duty or liability in respect of, or obligation to perform or observe any of the provisions of, any of the other Security Documents or the Collateral. (c) The Trustee shall have no duty, obligation or liability under or in respect of any of the Security Documents (other than in respect of its obligation aforesaid to perform its duties under the Intercreditor Agreement) by reason of or arising out of this Indenture, nor shall the Trustee be obligated to perform any of the obligations or duties of the Collateral Agent or any other party thereto or to take any action to collect or enforce any claim for payment hereunder, thereunder or otherwise. The Trustee shall have no obligation to enforce any provision of the Security Documents or to take any other steps in connection with the Collateral or any other collateral. (d) The Trustee makes no representations as to the value or condition of the Collateral or any part thereof, or as to the title thereto or as to the security afforded thereby, or as to the validity, attachment, perfection, priority or enforceability of the Liens in any of the Collateral created or intended to be created by any Security Document, nor shall the Trustee have any involvement with or in respect of the Collateral, including any duty to maintain, monitor or insure any of the Collateral, all of which shall be the obligation of the Collateral Agent and/or others. The Trustee shall have no responsibility to make or to see to the making of any recording, filing or registration of any instrument or notice (including any financing or continuation statement or any tax or securities form) at any time in any public office or elsewhere for the purpose of perfecting, maintaining the perfection of or otherwise making effective the Lien of any Security Document or for any other purpose and shall have no responsibility for seeing to the maintenance of insurance on the Collateral or for paying any taxes, charges or assessments on or relating to the Collateral or for otherwise maintaining the Collateral. (e) The Company and each Guarantor hereby ratifies the creation of the Liens contemplated in each Security Document in favor of each Holder.

Intercreditor Agreement; No Obligations With Respect to Collateral or Other Security Documents. (a) Each Holder, by accepting any of the Securities, appoints and authorizes the Trustee to execute and deliver the Intercreditor Agreement on behalf of such Holder, and agrees to be bound by the provisions of the Intercreditor Agreement, including, without limitation, Article Four thereof. The Company and the Guarantors hereby acknowledge that the Trustee may will execute and deliver the Intercreditor Agreement as aforesaid and consent to the same. Each Holder, by accepting any of the Securities, ratifies (i) the execution and delivery of the Intercreditor Agreement by the Trustee and (ii) all actions taken by the Collateral Agent in the name of such Holder under the Intercreditor Agreement (including, without limitation, the (x) execution and delivery by the Collateral Agent of each Security Document (other than the Intercreditor Agreement) on behalf of such Holder in connection with the creation of the Liens contemplated thereunder and (y) creation of the Liens in favor of such Holder contemplated in each such Security Document). The rights, privileges, protections, immunities and benefits given to the Trustee, including, without limitation, its right to be indemnified, are extended to, and shall be enforceable by, the Trustee in connection with its entering into and performance of its duties under and in respect of the Intercreditor Agreement. (b) Notwithstanding its execution and delivery of the Intercreditor Agreement and the performance of its duties thereunder, the Trustee shall have no duty or liability in respect of, or obligation to perform or observe any of the provisions of, any of the other Security Documents or the Collateral. (c) The Trustee shall have no duty, obligation or liability under or in respect of any of the Security Documents (other than in respect of its obligation aforesaid to perform its duties under the Intercreditor Agreement) by reason of or arising out of this Indenture, nor shall the Trustee be obligated to perform any of the obligations or duties of the Collateral Agent or any other party thereto or to take any action to collect or enforce any claim for payment hereunder, thereunder or otherwise. The Trustee shall have no obligation to enforce any provision of the Security Documents or to take any other steps in connection with the Collateral or any other collateral. (d) The Trustee makes no representations as to the value or condition of the Collateral or any part thereof, or as to the title thereto or as to the security afforded thereby, or as to the validity, attachment, perfection, priority or enforceability of the Liens in any of the Collateral created or intended to be created by any Security Document, nor shall the Trustee have any involvement with or in respect of the Collateral, including any duty to maintain, monitor or insure any of the Collateral, all of which shall be the obligation of the Collateral Agent and/or others. The Trustee shall have no responsibility to make or to see to the making of any recording, filing or registration of any instrument or notice (including any financing or continuation statement or any tax or securities form) at any time in any public office or elsewhere for the purpose of perfecting, maintaining the perfection of or otherwise making effective the Lien of any Security Document or for any other purpose and shall have no responsibility for seeing to the maintenance of insurance on the Collateral or for paying any taxes, charges or assessments on or relating to the Collateral or for otherwise maintaining the Collateral. (e) The Company and each Guarantor hereby ratifies the creation of the Liens contemplated in each Security Document in favor of each Holder.

Intercreditor Agreement; No Obligations With Respect to Collateral or Other Security Documents. (a) Each Holder, by accepting any of the Securities, appoints and authorizes the Trustee to execute and deliver the Intercreditor Agreement on behalf of such Holder, and agrees to be bound by the provisions of the Intercreditor Agreement, including, without limitation, Article Four thereof. The Company and the Guarantors hereby acknowledge that the Trustee may will execute and deliver the Intercreditor Agreement as aforesaid and consent to the same. Each Holder, by accepting any of the Securities, ratifies (i) the execution and delivery of the Intercreditor Agreement by the Trustee and (ii) all actions taken by the Collateral Agent in the name of such Holder under the Intercreditor Agreement (including, without limitation, the (x) execution and delivery by the Collateral Agent of each Security Document (other than the Intercreditor Agreement) on behalf of such Holder in connection with the creation of the Liens contemplated thereunder and (y) creation of the Liens in favor of such Holder contemplated in each such Security Document). The rights, privileges, protections, immunities and benefits given to the Trustee, including, without limitation, its right to be indemnified, are extended to, and shall be enforceable by, the Trustee in connection with its entering into and performance of its duties under and in respect of the Intercreditor Agreement. (b) Notwithstanding its execution and delivery of the Intercreditor Agreement and the performance of its duties thereunder, the Trustee shall have no duty or liability in respect of, or obligation to perform or observe any of the provisions of, any of the other Security Documents or the Collateral. (c) The Trustee shall have no duty, obligation or liability under or in respect of any of the Security Documents (other than in respect of its obligation aforesaid to perform its duties under the Intercreditor Agreement) by reason of or arising out of this Indenture, nor shall the Trustee be obligated to perform any of the obligations or duties of the Collateral Agent or any other party thereto or to take any action to collect or enforce any claim for payment hereunder, thereunder or otherwise. The Trustee shall have no obligation to enforce any provision of the 107 Security Documents or to take any other steps in connection with the Collateral or any other collateral. (d) The Trustee makes no representations as to the value or condition of the Collateral or any part thereof, or as to the title thereto or as to the security afforded thereby, or as to the validity, attachment, perfection, priority or enforceability of the Liens in any of the Collateral created or intended to be created by any Security Document, nor shall the Trustee have any involvement with or in respect of the Collateral, including any duty to maintain, monitor or insure any of the Collateral, all of which shall be the obligation of the Collateral Agent and/or others. The Trustee shall have no responsibility to make or to see to the making of any recording, filing or registration of any instrument or notice (including any financing or continuation statement or any tax or securities form) at any time in any public office or elsewhere for the purpose of perfecting, maintaining the perfection of or otherwise making effective the Lien of any Security Document or for any other purpose and shall have no responsibility for seeing to the maintenance of insurance on the Collateral or for paying any taxes, charges or assessments on or relating to the Collateral or for otherwise maintaining the Collateral. (e) The Company and each Guarantor hereby ratifies the creation of the Liens contemplated in each Security Document in favor of each Holder.