Common use of Lien Priorities Clause in Contracts

Lien Priorities. 2.1 Relative Priorities for the Revolving Credit Primary Collateral – Notwithstanding the date, time, method, manner or order of grant, attachment or perfection of any Liens securing the Revolving Credit Obligations granted on the Revolving Credit Primary Collateral or of any Liens securing the Notes Obligations granted on the Revolving Credit Primary Collateral and notwithstanding any provision of any UCC, or any other applicable law or the Revolving Credit Documents or the Notes Documents or any defect or deficiencies in, or failure to perfect, such Liens securing the Revolving Credit Obligations or the Notes Obligations or any other circumstance whatsoever, the US Revolving Credit Collateral Agent, on behalf of itself and the Revolving Credit Claimholders and the Notes Collateral Agent, on behalf of itself and the Notes Claimholders, each hereby agree that any Lien of the US Revolving Credit Collateral Agent on any Revolving Credit Primary Collateral, whether now or hereafter held by or on behalf of the US Revolving Credit Collateral Agent or any Revolving Credit Claimholder or any agent or trustee therefor, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be senior in all respects and prior to all Liens on the Revolving Credit Primary Collateral securing any Notes Obligations. For the avoidance of doubt, any Lien of the US Revolving Credit Collateral Agent securing Obligations in respect of Loans (as defined in the Revolving Credit Agreement) and letters of credit issued under the Revolving Credit Agreement not constituting Revolving Credit Obligations for purposes of clause (c) of the definition of Revolving Credit Obligations, whether now or hereafter held by or on behalf of the US Revolving Credit Collateral Agent or any Revolving Credit Claimholder or any agent or trustee therefor, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be junior and subordinate in all respects to any Lien of the Notes Collateral Agent on the Revolving Credit Primary Collateral securing any Notes Obligations (but only to the extent such Obligations do not constitute Revolving Credit Obligations).

Lien Priorities. 2.1 Relative Priorities for the Revolving Credit Primary Collateral – Collateral. Notwithstanding the date, time, method, manner or order of grant, attachment or perfection of any Liens securing the Revolving Credit Obligations granted on the Revolving Credit Primary Collateral or of any Liens securing the Notes Obligations granted on the Revolving Credit Primary Collateral and notwithstanding any provision of any UCC, or any other applicable law or the Revolving Credit Documents or the Notes Documents or any defect or deficiencies in, or failure to perfect, such Liens securing the Revolving Credit Obligations or the Notes Obligations or any other circumstance whatsoever, the US Revolving Credit Collateral Agent, on behalf of itself and the Revolving Credit Claimholders and the Notes Collateral Agent, on behalf of itself and the Notes Claimholders, each hereby agree that any Lien of the US Revolving Credit Collateral Agent on any Revolving Credit Primary Collateral, whether now or hereafter held by or on behalf of the US Revolving Credit Collateral Agent or any Revolving Credit Claimholder or any agent or trustee therefor, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be senior in all respects and prior to all Liens on the Revolving Credit Primary Collateral securing any Notes Obligations. For the avoidance of doubt, any Lien of the US Revolving Credit Collateral Agent securing Obligations in respect of Loans (as defined in the Revolving Credit Agreement) and letters of credit issued under the Revolving Credit Agreement not constituting Revolving Credit Obligations for purposes of clause (c) of the definition of Revolving Credit Obligations, whether now or hereafter held by or on behalf of the US Revolving Credit Collateral Agent or any Revolving Credit Claimholder or any agent or trustee therefor, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be junior and subordinate in all respects to any Lien of the Notes Collateral Agent on the Revolving Credit Primary Collateral securing any Notes Obligations (but only to the extent such Obligations do not constitute Revolving Credit Obligations).

Lien Priorities. 2.1 Relative Priorities for the Revolving Credit Primary Collateral – Notwithstanding the date, time, method, manner or order of grant, attachment or perfection of any Liens securing the Revolving Credit Second Lien Obligations granted on the Revolving Credit Primary Collateral or of any Liens securing the Notes First Lien Obligations granted on the Revolving Credit Primary Collateral and notwithstanding any provision of any the UCC, or any other applicable law or the Revolving Credit Documents or the Notes Second Lien Loan Documents or any defect or deficiencies in, or failure to perfectperfect or lapse in perfection of, such the Liens securing the Revolving Credit Obligations or the Notes First Lien Obligations or any other circumstance whatsoever, the US Revolving Credit Second Lien Collateral Agent, on behalf of itself and the Revolving Credit Claimholders and the Notes Collateral Agent, on behalf of itself and the Notes Second Lien Claimholders, each hereby agree that agrees that: (a) any Lien of on the US Revolving Credit Collateral Agent on securing any Revolving Credit Primary Collateral, whether First Lien Obligations now or hereafter held by or on behalf of the US Revolving Credit First Lien Collateral Agent or any Revolving Credit Claimholder First Lien Claimholders or any agent or trustee therefor, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be senior in all respects and prior to all Liens any Lien on the Revolving Credit Primary Collateral securing any Notes Second Lien Obligations. For the avoidance of doubt, ; and (b) any Lien of on the US Revolving Credit Collateral Agent securing any Second Lien Obligations in respect of Loans (as defined in the Revolving Credit Agreement) and letters of credit issued under the Revolving Credit Agreement not constituting Revolving Credit Obligations for purposes of clause (c) of the definition of Revolving Credit Obligations, whether now or hereafter held by or on behalf of the US Revolving Credit Second Lien Collateral Agent or Agent, any Revolving Credit Claimholder Second Lien Claimholders or any agent or trustee therefor, therefor regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be junior and subordinate in all respects to any Lien of the Notes Collateral Agent all Liens on the Revolving Credit Primary Collateral securing any Notes First Lien Obligations. All Liens on the Collateral securing any First Lien Obligations (but only shall be and remain senior in all respects and prior to all Liens on the extent Collateral securing any Second Lien Obligations for all purposes, whether or not such Liens securing any First Lien Obligations do not constitute Revolving Credit Obligations)are subordinated to any Lien securing any other obligation of the Company, any other Grantor or any other Person.

Lien Priorities. 2.1 Relative Priorities for the Revolving Credit Primary Collateral – (a) Notwithstanding the date, time, method, manner or order of grant, attachment or perfection of any Liens securing the Revolving Credit Subordinated Obligations granted on the Revolving Credit Primary Senior Priority Collateral or of any Liens securing the Notes Senior Obligations granted on the Revolving Credit Primary Collateral Senior Priority Collateral, and notwithstanding any provision of any UCC, the U.C.C. or any other applicable law or law, the Revolving Credit Documents or the Notes Subordinated Loan Documents or any defect or deficiencies in, or failure to perfect, such the Liens securing the Revolving Credit Obligations or the Notes Senior Obligations or any other circumstance whatsoeverwhatsoever (including any Lien securing the Senior Obligations being subordinated, voided, invalidated or lapsed), the US Revolving Credit Collateral Subordinated Administrative Agent, on behalf of itself and the Revolving Credit Claimholders and the Notes Collateral Agentother Subordinated Secured Parties, on behalf of itself and the Notes Claimholders, each hereby agree that agrees that: (i) any Lien of purported to be granted on the US Revolving Credit Senior Priority Collateral Agent on securing any Revolving Credit Primary Collateral, whether Senior Obligations now or hereafter held by or on behalf of the US Revolving Credit Collateral Agent or Senior Administrative Agent, any Revolving Credit Claimholder other Senior Secured Party or any agent or trustee therefor, regardless of how or when acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be senior in all respects and prior to all Liens any Lien on the Revolving Credit Primary Senior Priority Collateral securing any Notes the Subordinated Obligations. For the avoidance of doubt, ; and (ii) any Lien of purported to be granted on the US Revolving Credit Senior Priority Collateral Agent securing the Subordinated Obligations in respect of Loans (as defined in the Revolving Credit Agreement) and letters of credit issued under the Revolving Credit Agreement not constituting Revolving Credit Obligations for purposes of clause (c) of the definition of Revolving Credit Obligations, whether now or hereafter held by or on behalf of the US Revolving Credit Collateral Agent or Subordinated Administrative Agent, any Revolving Credit Claimholder other Subordinated Secured Party or any agent or trustee therefor, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be junior and subordinate Subordinated in all respects to any Lien of the Notes Collateral Agent all Liens on the Revolving Credit Primary Senior Priority Collateral securing any Notes Senior Obligations. All Liens on the Senior Priority Collateral securing any Senior Obligations shall be and remain senior in all respects and prior to all Liens on the Senior Priority Collateral securing any Subordinated Obligations for all purposes, whether or not such Liens securing any Senior Loan Obligations are subordinated to any Lien securing any other obligation of any Borrower, any other Loan Party or any other Person. (but b) Notwithstanding the date, time, method, manner or order of grant, attachment or perfection of any Liens securing the Senior Obligations granted on the Subordinated Priority Collateral or of any Liens securing the Subordinated Obligations granted on the Subordinated Priority Collateral, and notwithstanding any provision of the U.C.C. or any other applicable law, the Senior Loan Documents or any defect or deficiencies in, or failure to perfect, the Liens securing the Subordinated Obligations or any other circumstance whatsoever (including any Lien securing the Subordinated Obligations being subordinated, voided, invalidated or lapsed), the Senior Administrative Agent, on behalf of itself and the other Senior Secured Parties, hereby agrees that: (i) any Lien purported to be granted on the Subordinated Priority Collateral securing any Subordinated Obligations now or hereafter held by or on behalf of the Subordinated Administrative Agent, any other Subordinated Secured Party or any agent or trustee therefor, regardless of how or when acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be senior in all respects and prior to any Lien on the Subordinated Priority Collateral securing the Senior Obligations; and (ii) any Lien purported to be granted on the Subordinated Priority Collateral securing the Senior Obligations now or hereafter held by or on behalf of the Senior Administrative Agent, any other Senior Secured Party or any agent or trustee therefor, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be junior and Subordinated in all respects to all Liens on the Subordinated Priority Collateral securing any Subordinated Obligations. All Liens on the Subordinated Priority Collateral securing any Subordinated Obligations shall be and remain senior in all respects and prior to all Liens on the Subordinated Priority Collateral securing any Senior Obligations for all purposes, whether or not such Liens securing any Subordinated Obligations are subordinated to any Lien securing any other obligation of any Borrower, any other Loan Party or any other Person. (c) (i) Notwithstanding any provision of the Subordinated Loan Documents, the Subordinated Administrative Agent, on behalf of itself and the other Subordinated Secured Parties, hereby agrees that the Subordinated Obligations shall not be secured by any Lien purported to be granted on the Senior Exclusive Collateral. The Subordinated Administrative Agent, on behalf of itself and the other Subordinated Secured Parties, hereby acknowledges that the Senior Exclusive Collateral shall only secure the Senior Obligations and that the Subordinated Administrative Agent and the other Subordinated Secured Parties will have no right or interest, including any Lien, in the Senior Exclusive Collateral. Without limiting the foregoing, the Senior Secured Parties shall have the exclusive right to manage, enforce rights, exercise all rights and remedies (including any Enforcement Action) and make determinations with respect to the extent Senior Exclusive Collateral without regard to any interests of the Subordinated Secured Parties, and the Subordinated Secured Parties will not take any action that would hinder the exercise of any such Obligations do not constitute Revolving Credit Obligations)rights by the Senior Secured Parties.