Intercreditor Agreements and Collateral Matters. The Lenders hereby agree to the terms of the Intercreditor Agreement and acknowledge that Xxxxx Fargo Bank, National Association (and any successor Collateral Agent under the Collateral Agreements and the Intercreditor Agreement) will be serving as Collateral Agent for both the Secured Parties and the holders of other Pari Passu Obligations under the Collateral Agreements and the Intercreditor Agreement. Each Lender hereby consents to Xxxxx Fargo Bank, National Association and any successor serving in such capacity and agrees not to assert any claim (including as a result of any conflict of interest) against Xxxxx Fargo Bank, National Association, or any such successor, arising from the role of the Collateral Agent under the Collateral Agreements or the Intercreditor Agreement so long as the Collateral Agent is either acting in accordance with the express terms of such documents or otherwise has not engaged in gross negligence or willful misconduct. The Borrowers and each Lender hereby agree that the resignation provisions set forth in the Intercreditor Agreement with respect to the Collateral Agent shall supersede any provision of this Agreement to the contrary. In addition, the Administrative Agent and the Collateral Agent shall be authorized, without the consent of any Lender, to enter into or execute the Collateral Agreements, the Intercreditor Agreement on or prior to the Closing Date, and, from time to time, to execute or to enter into amendments of, and amendments and restatements of, the Collateral Agreements and the Intercreditor Agreement and any additional and replacement intercreditor agreements, in each case in order to effect the subordination of and to provide for certain additional rights, obligations and limitations in respect of, any Liens required by the terms of this Agreement to be Liens junior to or pari passu with the Loan Obligations, that are, in each case, incurred in accordance with Article VI of this Agreement, and to establish certain relative rights as between the holders of the Loan Obligations and the holders of the Indebtedness secured by such Liens junior to the Loan Obligations.
Intercreditor Agreements and Collateral Matters. (a) The Lenders hereby agree to the terms of the First Lien Intercreditor Agreement, the First and a Half Lien Intercreditor Agreement and any other intercreditor agreement contemplated hereby that is reasonably satisfactory to the Administrative Agent and acknowledge that the Administrative Agent, acting on behalf of the Lenders, may be granted rights, duties, power and authority (including as a collateral agent) thereunder.
(b) The parties hereto agree that this Agreement constitutes a “Replacement First Lien Senior Priority Agreement” and a refinancing of the “Existing Credit Agreement” under the First Lien Intercreditor Agreement and the First and a Half Lien Intercreditor Agreement. Each Lender irrevocably authorizes the Administrative Agent and the Collateral Agent to execute and deliver any document, instrument or amendment that is required or recommendable (if any) for the purpose of evidencing the foregoing agreements.
Intercreditor Agreements and Collateral Matters. The Administrative Agent and Collateral Agent shall be authorized from time to time, without the consent of any Lender, to execute or to enter into amendments of, and amendments and restatements of, the Intercreditor Agreements permitted or required hereunder, in each case in order to effect the pari passu treatment or the subordination of and to provide for certain additional rights, obligations and limitations in respect of, any Liens required or permitted by the terms of this Agreement to be Liens pari passu with or junior to the Obligations, that are, in each case, incurred in accordance with Article VI of this Agreement, and to establish certain relative rights as between the holders of the Obligations and the holders of the Indebtedness secured by such Liens.
Intercreditor Agreements and Collateral Matters. The Lenders (and each other Secured Party by its acceptance of the benefits of the Loan Documents) hereby (a) authorize and instruct the Administrative Agent and the Collateral Agent, as applicable, to enter into the Intercreditor Agreement and any other intercreditor agreement contemplated herein, (b) agree not to assert any claim (including as a result of any conflict of interest) against the Administrative Agent or the Collateral Agent arising from the role of the Administrative Agent or the Collateral Agent under the Intercreditor Agreement or such other intercreditor agreement so long as the Administrative Agent or Collateral Agent is either acting in accordance with the express terms of such documents or otherwise has not engaged in gross negligence or willful misconduct as determined by a final non-appealable judgment of a court of competent jurisdiction and (c) acknowledge that each of the Intercreditor Agreement and such other intercreditor agreement is binding upon them and agree that they will take no actions contrary to the provisions of the Intercreditor Agreement or such other inter-creditor agreement.
Intercreditor Agreements and Collateral Matters. The Lenders hereby agree that JPMorgan (and any successor Collateral Agent under the Security Documents) shall be permitted to serve as Collateral Agent for both the Secured Parties and the Other First Lien Secured Parties under the Security Documents and the First Lien Intercreditor Agreement. Each Lender hereby consents to JPMorgan and any successor serving in such capacity and agrees not to assert any claim (including as a result of any conflict of interest) against JPMorgan, or any such successor, arising from the role of the Collateral Agent under the Security Documents or the First Lien Intercreditor Agreement so long as the Collateral Agent is either acting in accordance with the express terms of such documents or otherwise has not engaged in gross negligence or willful misconduct.
Intercreditor Agreements and Collateral Matters. The Lenders hereby agree that Bank of America (and any successor Collateral Agent under the Security Documents) shall be permitted to serve as Collateral Agent for both the Secured Parties and the Other First Lien Secured Parties under the Security Documents and the First Lien Intercreditor Agreement. Each Lender hereby consents to Bank of America and any successor serving in such capacity and agrees not to assert any claim (including as a result of any conflict of interest) against Bank of America, or any such successor, arising from the role of the Collateral Agent under the Security Documents or the First Lien Intercreditor Agreement so long as the Collateral Agent is either acting in accordance with the express terms of such documents or otherwise has not engaged in gross negligence or willful misconduct as determined by a final non-appealable judgment of a court of competent jurisdiction.
Intercreditor Agreements and Collateral Matters. The Lenders hereby agree that Truist Bank (and any successor Collateral Agent under the Security Documents) shall be permitted to serve as Collateral Agent for both the Secured Parties and the Other First Lien Secured Parties under the Security Documents, the First Lien Intercreditor Agreement and any Junior Lien Intercreditor Agreement. Each Lender hereby consents to Truist Bank and any successor serving in such capacity and agrees not to assert any claim (including as a result of any conflict of interest) against Truist Bank, or any such successor, arising from the role of the Collateral Agent under the Security Documents, the First Lien Intercreditor Agreement and any Junior Lien Intercreditor Agreement so long as the Collateral Agent is either acting in accordance with the express terms of such documents or otherwise has not engaged in gross negligence or willful misconduct as determined by a final non-appealable judgment of a court of competent jurisdiction.
Intercreditor Agreements and Collateral Matters. The Lenders hereby agree that JPMorgan Chase Bank, N.A. (and any successor collateral agent under the Security Documents) shall be permitted to serve as collateral agent for both the Secured Parties and the holders of Other First Liens under the Security Documents and any intercreditor agreement contemplated herein. Each Lender hereby consents JPMorgan Chase Bank, N.A., together with its Affiliates (including, without limitation, JPMorgan Chase Bank, N.A., Toronto Branch) and any successor serving in such capacity and agrees not to assert any claim (including as a result of any conflict of interest) against JPMorgan Chase Bank, N.A., together with its Affiliates (including, without limitation, JPMorgan Chase Bank, N.A., Toronto Branch) or any such successor, arising from the role of the collateral agent under the Security Documents or any such intercreditor agreement so long as the collateral agent is either acting in accordance with the express terms of such documents or otherwise has not engaged in gross negligence or willful misconduct.
Intercreditor Agreements and Collateral Matters. (a) The Lenders hereby agree to the terms of the First Lien Intercreditor Agreement and any other intercreditor agreement contemplated hereby that is reasonably satisfactory to the Administrative Agent and acknowledge that the Administrative Agent, acting on behalf of the Lenders, may be granted rights, duties, power and authority (including as a collateral agent) thereunder.
(b) The parties hereto agree that the Obligations constitute a “Series” of “Additional First Lien Priority Obligations” under the First Lien Intercreditor Agreement and “First Lien Senior Priority Obligations” under the First Lien Intercreditor Agreement. Each Lender irrevocably authorizes the Administrative Agent and the Collateral Agent to execute and deliver any document, instrument, supplement, joinder or amendment that is required or recommendable (if any) for the purpose of evidencing the foregoing.
Intercreditor Agreements and Collateral Matters. The Lenders hereby agree that Deutsche Bank (and any successor Collateral Agent under the Security Documents) shall be permitted to serve as Collateral Agent for both the Secured Parties and the Other First Lien Secured Parties under the Security Documents and the First Lien Intercreditor Agreement. Each Lender hereby consents to Deutsche Bank and any successor serving in such capacity and agrees not to assert any claim (including as a result of any conflict of interest) against Deutsche Bank, or any such successor, arising from the role of the Collateral Agent under the Security Documents or the First Lien Intercreditor Agreement so long as the Collateral Agent is either acting in accordance with the express terms of such documents or otherwise has not engaged in gross negligence or willful misconduct as determined by a court of competent jurisdiction by final and non-appealable judgment.
