Common use of Lender Provisions Clause in Contracts

Lender Provisions. Notwithstanding anything to the contrary in this Agreement, the Company and the Parent, on behalf of themselves, their respective Subsidiaries and each of their respective Affiliates hereby agrees: (i) that none of the Debt Financing Parties will have any liability to the Company or any of its Subsidiaries, any of its or their respective Affiliates or Representatives, or any successor or assign of any of the foregoing (in each case, other than Parent or its respective Subsidiaries) relating to or arising out of this Agreement, the Financing, the Commitment Letter or any of the transactions contemplated hereby or thereby or the performance of any services thereunder, whether in law or in equity, whether in contract or in tort or otherwise, (ii) the Company (on behalf of itself and its Subsidiaries and Affiliates) agree that it will not (and will cause its Subsidiaries and Affiliates to not) commence, voluntarily join, maintain or support any Legal Action against any Debt Financing Party relating to or arising out of this Agreement, the Financing, the Commitment Letter or any of the transactions contemplated hereby or thereby or the performance of any services thereunder, whether in law or in equity, whether in contract or in tort or otherwise (and in furtherance and not in limitation of the foregoing, the parties acknowledge and agree that no Debt Financing Party shall be subject to any special, consequential, punitive or indirect damages or damages of a tortious nature) and (iii) that the Debt Financing Parties are express third party beneficiaries of, and may enforce, any of the provisions of Section 7.05 (as it relates to survival of provisions after termination of this Agreement), Section 7.06(d), Section 8.04 and Section 8.05 and this Section 8.13, and that such provisions (or any of the defined terms used herein or any other provision of this Agreement to the extent a modification, waiver or termination of such defined term or provision would modify the substance of any such Section ) shall not be amended in any way adverse to the Debt Financing Parties without the prior written consent of the Lenders (and any such amendment, waiver or other modification without such prior written consent shall be null and void). For purposes of this Agreement, “Debt Financing Parties” shall mean the Lenders, together with their respective Affiliates and their and their respective officers, directors, employees, partners, controlling persons, advisors, attorneys, agents and representatives and the respective successors and assigns of any of the foregoing, in their capacities as such; provided that neither Parent nor any Affiliate of Parent shall be a Debt Financing Party.

Lender Provisions. Notwithstanding anything to the contrary contained in this Agreement, the Company and the Parent, on behalf of themselves, their respective Subsidiaries and each of their respective Affiliates hereby agreesthe Parties: (ia) agrees that none it will not bring or support any Person in any action, suit, proceeding, cause of the Debt Financing Parties will have any liability to the Company action, claim, cross-claim or any of its Subsidiaries, any of its or their respective Affiliates or Representatives, or any successor or assign third-party claim of any of the foregoing (in each case, other than Parent kind or its respective Subsidiaries) relating to or arising out of this Agreement, the Financing, the Commitment Letter or any of the transactions contemplated hereby or thereby or the performance of any services thereunderdescription, whether in law or in equity, whether in contract or in tort or otherwise, (ii) the Company (on behalf of itself and its Subsidiaries and Affiliates) agree that it will not (and will cause its Subsidiaries and Affiliates to not) commence, voluntarily join, maintain or support any Legal Action against any of the financing sources of Buyer for any portion of the debt being so provided or any commitments by any financing sources of Buyer in connection therewith (the “Debt Commitments”, and such financing sources, together with their respective Affiliates, equityholders, members, partners, officers, directors, employees, agents, advisors and representatives involved in the financing contemplated by the Debt Commitments (or, if alternative financing is being used, pursuant to the commitments with respect thereto), the “Debt Financing Party Sources” and each, a “Debt Financing Source”) in any way relating to or arising out of this Agreement, the Financing, the Commitment Letter Agreement or any of the transactions contemplated hereby by this Agreement, including, but not limited to, any dispute arising out of or thereby relating in any way to the Debt Commitments or the performance thereof or the financings contemplated thereby, in any forum other than the federal and New York state courts located in the Borough of Manhattan within the City of New York; (b) agrees that, except as specifically set forth in the Debt Commitments, all claims or causes of action (whether at law, in equity, in contract, in tort or otherwise) against any of the Debt Financing Sources in any way relating to the Debt Commitments or the performance thereof or the financings contemplated thereby, shall be exclusively governed by, and construed in accordance with, the internal laws of the State of New York, without giving effect to principles or rules or conflict of laws to the extent such principles or rules would require or permit the application of laws of another jurisdiction; and (c) hereby irrevocably and unconditionally waives any right such party may have to a trial by jury in respect of any services thereunder, litigation (whether in law or in equity, whether in contract or in tort or otherwise otherwise) directly or indirectly arising out of or relating in any way to the Debt Commitments or the performance thereof or the financings contemplated thereby. Notwithstanding anything to the contrary contained in this Agreement, (and a) neither Seller nor Parent (collectively, together with any of their respective successors or assigns, the “Seller Group”) shall have any rights or claims against any Debt Financing Source, in furtherance and not in limitation any way relating to this Agreement or any of the foregoingtransactions contemplated by this Agreement, or in respect of any, or in respect of any oral representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the parties acknowledge Debt Commitments or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise and agree that (b) no Debt Financing Party Source shall be subject have any liability (whether in contract, in tort or otherwise) to any specialmember of the Seller Group for any obligations or liabilities of any party hereto under this Agreement or for any claim based on, consequentialin respect of, punitive or indirect damages by reason of, the transactions contemplated hereby and thereby or damages in respect of a tortious nature) and any oral representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitments or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise. Notwithstanding anything to the contrary contained in this Agreement (iii) that including, without limitation, Section 7.15), the Debt Financing Parties Sources are express third intended third-party beneficiaries of, and may enforceshall be entitled to the protections of, any of the provisions of foregoing provisions, and the same shall be enforceable by each Debt Financing Source and its successors and assigns. Notwithstanding anything to the contrary contained in this Agreement (including, without limitation, Section 7.05 (as it relates to survival of provisions after termination of this Agreement7.5), Section 7.06(d), Section 8.04 and Section 8.05 and this Section 8.13, and that such the foregoing provisions (or any of the defined terms used herein or any other provision of this Agreement to the extent a modification, waiver or termination of such defined term or provision would modify the substance of any such Section ) shall may not be amended in any way adverse to the Debt Financing Parties amended, supplemented or otherwise modified without the prior written consent of the Lenders (and any such amendment, waiver or other modification without such prior written consent shall be null and void). For purposes of this Agreement, “Debt Financing Parties” shall mean Sources or their administrative agent under the Lenders, together with their respective Affiliates and their and their respective officers, directors, employees, partners, controlling persons, advisors, attorneys, agents and representatives and the respective successors and assigns of any of the foregoing, in their capacities as such; provided that neither Parent nor any Affiliate of Parent shall be a Debt Financing PartyCommitments.

Lender Provisions. Notwithstanding anything Tenant may from time to time grant to its lenders ----------------- ("Lenders") a lien on and security interest in all assets and personal property of Tenant located on the Premises, including, but not limited to, all accounts receivable, inventory, goods, machinery and equipment owned by Tenant (the Personal Property") as collateral security for the repayment of any ----------------- indebtedness to the contrary Lenders, (B) the Lenders may, in this Agreementconnection with any foreclosure or other similar action relating to the Personal Property, enter upon the Company and the ParentPremises (or permit their representatives to do so on their behalf) in order to implement a foreclosure or other action without liability to you; provided, however, that (i) rent is -------- ------- paid to Landlord during occupancy by or on behalf of themselves, their respective Subsidiaries and each of their respective Affiliates hereby agrees: (i) that none of the Debt Financing Parties will have Lenders for any liability to the Company or any of its Subsidiaries, any of its or their respective Affiliates or Representatives, or any successor or assign of any of the foregoing (in each case, other than Parent or its respective Subsidiaries) relating to or arising out of this Agreement, the Financing, the Commitment Letter or any of the transactions contemplated hereby or thereby or the performance of any services thereunder, whether in law or in equity, whether in contract or in tort or otherwisepurpose, (ii) the Company (on behalf of itself and its Subsidiaries and Affiliates) agree that it will not (and will cause its Subsidiaries and Affiliates to not) commenceLenders pay for any damages caused by the Lenders or their representatives in removing the Personal Property from the Premises, voluntarily join, maintain or support any Legal Action against any Debt Financing Party relating to or arising out of this Agreement, the Financing, the Commitment Letter or any of the transactions contemplated hereby or thereby or the performance of any services thereunder, whether in law or in equity, whether in contract or in tort or otherwise (and in furtherance and not in limitation of the foregoing, the parties acknowledge and agree that no Debt Financing Party shall be subject to any special, consequential, punitive or indirect damages or damages of a tortious nature) and (iii) that the Debt Financing Parties are express third party beneficiaries ofLenders otherwise comply with the terms of the Lease, and (C) Landlord hereby agrees to subordinate any security interest, lien, claim or other similar right, including, without limitation, rights of levy or distraint for rent, Landlord may enforcehave in or on the Personal Property, whether arising by agreement or by law, to the liens and/or security interests in favor of the Lenders, whether currently existing or arising in the future, (D) nothing contained herein shall be construed to xxxxx x xxxx upon or security interest in any of the provisions of Section 7.05 Landlord's assets, (as it relates to survival of provisions after termination of this Agreement), Section 7.06(d), Section 8.04 and Section 8.05 and this Section 8.13, and that such provisions (or any of the defined terms used herein or any other provision of this Agreement E) to the extent required by the terms of the Lease, Landlord consents to any grant by Tenant to any Lenders of a modificationlien on Tenant's leasehold interest in the Lease, waiver (F) in the event Landlord gives Tenant any notice of default or termination of the Lease (or commence any legal process relating thereto), Landlord will endeavor to simultaneously give a duplicate copy thereof to the Lenders but shall incur no liability due to your failure to give such defined term or provision would modify notice and the substance of any failure to give such Section ) notice shall not be amended in limit your ability to exercise any way adverse remedies available to Landlord under the Debt Financing Parties without Lease, (G) Landlord agrees to accept performance on the prior written consent of the Lenders (and any such amendment, waiver or other modification without such prior written consent shall be null and void). For purposes of this Agreement, “Debt Financing Parties” shall mean the Lenders, together with their respective Affiliates and their and their respective officers, directors, employees, partners, controlling persons, advisors, attorneys, agents and representatives and the respective successors and assigns part of any of the foregoingLenders or their agents or representatives as though performed by Tenant to cure any default or condition for termination, and (H) the terms of this paragraph may not be modified, amended or terminated except in their capacities as such; provided that neither Parent nor any Affiliate of Parent shall be a Debt Financing Partywriting signed by the Lenders.

Lender Provisions. Notwithstanding anything to the contrary contained in this Agreement, the Company and the Parent, on behalf of themselves, their respective Subsidiaries and each of their respective Affiliates hereby agreesthe Parties: (ia) agrees that none it will not bring or support any Person in any action, suit, proceeding, cause of the Debt Financing Parties will have any liability to the Company action, claim, cross-claim or any of its Subsidiaries, any of its or their respective Affiliates or Representatives, or any successor or assign third-party claim of any of the foregoing (in each case, other than Parent kind or its respective Subsidiaries) relating to or arising out of this Agreement, the Financing, the Commitment Letter or any of the transactions contemplated hereby or thereby or the performance of any services thereunderdescription, whether in law or in equity, whether in contract or in tort or otherwise, (ii) the Company (on behalf of itself and its Subsidiaries and Affiliates) agree that it will not (and will cause its Subsidiaries and Affiliates to not) commence, voluntarily join, maintain or support any Legal Action against any of the financing sources of Buyer for any portion of the debt being so provided or any commitments by any financing sources of Buyer in connection therewith (the “Debt Commitments”, and such financing sources, together with their respective Affiliates, equityholders, members, partners, officers, directors, employees, agents, advisors and representatives involved in the financing contemplated by the Debt Commitments (or, if alternative financing is being used, pursuant to the commitments with respect thereto), the “Debt Financing Party Sources” and each, a “Debt Financing Source”) in any way relating to or arising out of this Agreement, the Financing, the Commitment Letter Agreement or any of the transactions contemplated hereby by this Agreement, including, but not limited to, any dispute arising out of or thereby relating in any way to the Debt Commitments or the performance thereof or the financings contemplated thereby, in any forum other than the federal and New York state courts located in the Borough of Manhattan within the City of New York; (b) agrees that, except as specifically set forth in the Debt Commitments, all claims or causes of action (whether at law, in equity, in contract, in tort or otherwise) against any of the Debt Financing Sources in any way relating to the Debt Commitments or the performance thereof or the financings contemplated thereby, shall be exclusively governed by, and construed in accordance with, the internal laws of the State of New York, without giving effect to principles or rules or conflict of laws to the extent such principles or rules would require or permit the application of laws of another jurisdiction; and (c) hereby irrevocably and unconditionally waives any right such party may have to a trial by jury in respect of any services thereunder, litigation (whether in law or in equity, whether in contract or in tort or otherwise otherwise) directly or indirectly arising out of or relating in any way to the Debt Commitments or the performance thereof or the financings contemplated thereby. Notwithstanding anything to the contrary contained in this Agreement, (and a) neither Seller nor Parent (collectively, together with any of their respective successors or assigns, the “Seller Group”) shall have any rights or claims against any Debt Financing Source, in furtherance and not in limitation any way relating to this Agreement or any of the foregoingtransactions contemplated by this Agreement, or in respect of any, or in respect of any oral representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the parties acknowledge Debt Commitments or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise and agree that (b) no Debt Financing Party Source shall be subject have any liability (whether in contract, in tort or otherwise) to any specialmember of the Seller Group for any obligations or liabilities of any party hereto under this Agreement or for any claim based on, consequentialin respect of, punitive or indirect damages by reason of, the transactions contemplated hereby and thereby or damages in respect of a tortious nature) and any oral representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitments or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise. Notwithstanding anything to the contrary contained in this Agreement (iii) that including, without limitation, Section 7.15), the Debt Financing Parties Sources are express third intended third-party beneficiaries of, and may enforceshall be entitled to the protections of, any of the provisions of foregoing provisions, and the same shall be enforceable by each Debt Financing Source and its successors and assigns. Notwithstanding anything to the contrary contained in this Agreement (including, without limitation, Section 7.05 (as it relates to survival of provisions after termination of this Agreement7.5), Section 7.06(d), Section 8.04 and Section 8.05 and this Section 8.13, and that such the foregoing provisions (or any of the defined terms used herein or any other provision of this Agreement to the extent a modification, waiver or termination of such defined term or provision would modify the substance of any such Section ) shall may not be amended in any way adverse to the Debt Financing Parties amended, supplemented or otherwise modified without the prior written consent of the Lenders (and any such amendment, waiver or other modification without such prior written consent shall be null and void). For purposes of this Agreement, “Debt Financing Parties” shall mean Sources or their administrative agent under the Lenders, together with their respective Affiliates and their and their respective officers, directors, employees, partners, controlling persons, advisors, attorneys, agents and representatives and the respective successors and assigns of any of the foregoing, in their capacities as such; provided that neither Parent nor any Affiliate of Parent shall be a Debt Financing PartyCommitments. Section 5.9.