Common use of Management of Collateral Clause in Contracts

Management of Collateral. Notwithstanding anything to the contrary contained in any of the Note Documents, until Discharge of First Lien Obligations has occurred: (a) First Lien Creditors shall have the exclusive right to manage the Collateral, including the exclusive right to perform and enforce the terms of the Note Documents with respect to the Collateral and to exercise and enforce all privileges and rights thereunder according to First Lien Creditors’ sole discretion, including, without limitation, the exclusive right to enforce or settle insurance claims with respect to the Collateral, to pay, compromise, or settle competing claims, liens, or security interests affecting the Collateral, to take or retake control or possession of the Collateral, and to hold, prepare for sale, sell, lease, or liquidate the Collateral; (b) neither Second Lien Creditors nor any Person acting on their behalf shall exercise any Secured Party Remedies with respect to the Collateral; and (c) any and all proceeds of the Collateral which shall come into the possession, control, or custody of any Second Lien Creditor will be deemed to have been received for the account of any First Lien Creditor and shall be immediately delivered or paid, as applicable, over to First Lien Creditors. In connection with the provisions of Section 6(a), each Second Lien Creditor waives any and all rights to affect the method or challenge the appropriateness of any action by First Lien Creditors with respect to the Collateral, and waives any claims or defenses it may have against First Lien Creditors, including any such claims or defenses based on any actions or omissions of any such person, in connection with the perfection, maintenance, enforcement, foreclosure, sale, liquidation, or release of any lien or security interest therein by First Lien Creditors, or any modification or waiver of any Note Documents, except as provided or limited under this Agreement.

Management of Collateral. Notwithstanding anything to the contrary contained in any of the Note Documents, until Discharge of the First Lien Obligations has occurred: (a) First Lien Creditors shall have the exclusive right to manage the Collateral, including the exclusive right to perform and enforce the terms of the Note Documents with respect to the Collateral and to exercise and enforce all privileges and rights thereunder according to First Lien Creditors’ sole discretion, including, without limitation, the exclusive right to enforce or settle insurance claims with respect to the Collateral, to pay, compromise, or settle competing claims, liens, or security interests affecting the Collateral, to take or retake control or possession of the Collateral, and to hold, prepare for sale, sell, lease, or liquidate the Collateral; (b) neither Second Lien Creditors nor any Person acting on their behalf shall exercise any Secured Party Remedies with respect to the Collateral; and (c) any and all proceeds of the Collateral which shall come into the possession, control, or custody of any Second Lien Creditor will be deemed to have been received for the account of any First Lien Creditor and shall be immediately delivered or paid, as applicable, over to First Lien Creditors. In connection with the provisions of Section Second 6(a), each Second Lien Creditor waives any and all rights to affect the method or challenge the appropriateness of any action by First Lien Creditors with respect to the Collateral, and waives any claims or defenses it may have against First Lien Creditors, including any such claims or defenses based on any actions or omissions of any such person, in connection with the perfection, maintenance, enforcement, foreclosure, sale, liquidation, or release of any lien or security interest therein by First Lien Creditors, or any modification or waiver of any Note Documents, except as provided or limited under this Agreement.

Management of Collateral. Notwithstanding anything to the contrary contained in any of the Note Documents, until Discharge of First Lien Obligations has occurredSenior Debt Agreements or the Subordinated Debt Agreements: (ai) First Lien the Senior Creditors shall have the exclusive right to manage the Collateral, including the exclusive right to perform and enforce the terms of the Note Documents Senior Debt Agreements with respect to the Collateral and to exercise and enforce all privileges and rights thereunder according to First Lien Senior Creditors’ sole discretion, including, without limitation, the exclusive right to enforce or settle insurance claims with respect to the Collateral, to pay, compromise, or settle competing claims, liens, or security interests affecting the Collateral, to take or retake control or possession of the Collateral, and to hold, prepare for sale, sell, lease, or liquidate the Collateral; (bii) neither Second Lien Creditors Subordinated Creditor nor any Person party acting on their behalf its behalf, shall exercise any Secured Party Remedies with respect to the CollateralCollateral or any part thereof; and (ciii) any and all proceeds of the Collateral which shall come into the possession, control, or custody of any Second Lien the Subordinated Creditor will be deemed to have been received for the account of any First Lien Creditor Senior Creditors and shall be immediately delivered or paid, as applicable, over to First Lien the Senior Creditors. In connection with the provisions of Section 6(a)5.3(i) above, each Second Lien the Subordinated Creditor waives any and all rights to affect the method or challenge the appropriateness of any action by First Lien Senior Creditors with respect to the Collateral, and waives any claims or defenses it may have against First Lien the Senior Creditors, including any such claims or defenses based on any actions or omissions of any such person, in connection with the perfection, maintenance, enforcement, foreclosure, sale, liquidation, or release of any lien or security interest therein by First Lien Creditorsthe Senior Creditors or any of them, or any modification or waiver of any Note Documents, except as provided or limited under this AgreementSenior Debt Agreements.

Management of Collateral. Notwithstanding anything to the ------------------------ contrary contained in any of the Note Credit Agreement Documents or the Notes Documents, until Discharge of First Lien Obligations has occurred: : (a) First Lien Creditors Until the Credit Agreement Indebtedness has been fully paid in cash, and all obligations of the Agent or the Lenders to extend credit under the Credit Agreement Documents have been terminated: (i) the Agent shall have the exclusive right to manage the Collateral, including the exclusive right to perform and enforce the terms of the Note Credit Agreement Documents with respect to the Collateral and to exercise and enforce all privileges and rights thereunder according to First Lien Creditors’ their sole discretion, including, without limitation, the exclusive right to enforce or settle insurance claims with respect to the Collateral, to pay, compromise, or settle competing claims, liens, or security interests affecting the Collateral, to take or retake control or possession of the Collateral, Collateral and to hold, prepare for sale, process, sell, lease, dispose of, or liquidate the Collateral; (bii) neither Second Lien Creditors the Trustee nor any Person party acting on their behalf its behalf, shall exercise any Secured Party Remedies with respect to the Collateral; and (ciii) any and all proceeds of the Collateral which shall come into the possession, control, or custody of any Second Lien Creditor the Trustee will be deemed to have been received for the account of any First Lien Creditor the Agent and shall be immediately delivered or paid, as applicable, paid over to First Lien Creditorsthe Agent. In connection with the provisions of Section 6(a)clause 5(a)(i) above, each Second Lien Creditor except for any requirement under the UCC for the Agent, as secured party, to act in a commercially reasonable manner with respect to the Collateral, the Trustee waives any and all rights to affect the method or challenge the appropriateness of any action by First Lien Creditors the Agent with respect to the Collateral, and waives any claims or defenses it may have against First Lien Creditorsthe Agent, including any such claims or defenses based on any actions or omissions of any such person, person in connection with the perfection, maintenance, enforcement, foreclosure, sale, liquidation, or release of any lien or security interest therein by First Lien Creditorstherein, or any modification or waiver of any Note Credit Agreement Documents, except as provided . (b) The rights and priorities set forth in this Agreement shall remain binding irrespective of the terms of any plan of reorganization in a Bankruptcy Case or limited under this Agreementother provisions of the Bankruptcy Code or any similar federal or state statute.