Common use of No Prejudice or Impairment Clause in Contracts

No Prejudice or Impairment. No right of Senior Lender to enforce the subordination of the Junior Debt shall be impaired by any act or failure to act by any Obligated Party or by its failure to comply with this Agreement. Without limiting the generality of the foregoing, the rights of Senior Lender under this Agreement shall remain in full force and effect without regard to, and shall not be impaired by: (A) any act or failure to act of any Obligated Party or Junior Lender, or any noncompliance by any Obligated Party or Junior Lender with any agreement or obligation, regardless of any knowledge thereof which Senior Lender may have, (B) the validity or enforceability of the Senior Debt Documents, (C) subject to Section 10 hereof, any extension or indulgence in respect of any payment or prepayment of the Senior Debt or any part thereof or in respect of any other amount payable to Senior Lender, (D) subject to Section 10 hereof, any amendment, modification or waiver of any of the terms of the Senior Debt Documents or the Junior Debt Documents, (E) any exercise, delayed exercise or non-exercise by Senior Lender of any right, power, privilege or remedy under or in respect of any Senior Debt, the Collateral or this Agreement, (F) any other action of Senior Lender permitted under the Senior Debt Documents or this Agreement or (G) the absence of any notice to, or knowledge by, Junior Lender of the existence, creation or non-payment of all or any part of the Senior Debt, or the occurrence of any of the matters or events set forth in the foregoing clauses (A) through (F), except as such notice shall be required pursuant to the terms hereof.

No Prejudice or Impairment. No right Nothing contained in this Agreement, the Junior Credit Agreement or the other Junior Loan Documents is intended to or shall impair, as between the Credit Parties and the Junior Lenders, the obligation of Senior Lender each Credit Party, which is absolute and unconditional, to enforce pay to the subordination Junior Lenders any amount of the Subordinated Debt as contemplated by the Junior Loan Documents (including the principal of, premium, if any, and interest on the Subordinated Debt) as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Junior Debt Lenders and creditors of any Credit Party (other than the Senior Lenders), nor shall anything herein or in the Junior Loan Documents prevent the occurrence of a default or event of default under the Junior Loan Documents or any Junior Lender from exercising all remedies otherwise permitted by this Agreement and applicable law upon the occurrence of a default or event of default under the Junior Loan Documents, subject to the rights, if any, under this Agreement, of the Senior Lenders. Notwithstanding anything to the contrary in this Agreement or in the Junior Loan Documents, upon any distribution of assets of any Credit Party, the Junior Lenders and the Junior Agent shall be impaired entitled to rely upon any order or decree made by any act court of competent jurisdiction in which such dissolution, winding up, liquidation or failure reorganization proceedings are pending, or a certificate of the liquidating trustee or agent or other Person making any distribution to act by the Junior Lenders for the purpose of ascertaining the Persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Credit Parties, the amount thereof or payable thereon (excluding interest, fees, expenses and other charges accruing or incurred after the filing of any Obligated Party Proceeding relating to any Credit Party, included within Senior Indebtedness but not allowed in such Proceeding), the amount or by its failure amounts paid or distributed thereon and all other facts pertinent thereto or to comply with this Agreement. Without limiting the generality The Junior Lenders shall not at any time be charged with knowledge of the foregoing, existence of any facts (other than the rights existence of the Senior Lender Indebtedness) which would prohibit the making of any payment to the Junior Lenders or the taking of any other action under this Agreement unless and until the Junior Agent and the Junior Agent shall remain in full force and effect without regard tohave received written notice from the Senior Agent or the Required Senior Lenders and, and shall not be impaired by: (A) any act or failure prior to act the receipt of any Obligated Party or Junior Lendersuch notice, or any noncompliance by any Obligated Party or Junior Lender with any agreement or obligation, regardless of any knowledge thereof which Senior Lender may have, (B) the validity or enforceability of the Senior Debt Documents, (C) subject to Section 10 hereof, any extension or indulgence in respect of any payment or prepayment of the Senior Debt or any part thereof or in respect of any other amount payable to Senior Lender, (D) subject to Section 10 hereof, any amendment, modification or waiver of any of the terms of the Senior Debt Documents or the Junior Debt Documents, (E) any exercise, delayed exercise or non-exercise by Senior Lender of any right, power, privilege or remedy under or in respect of any Senior Debt, Lenders and the Collateral or this Agreement, (F) any other action of Senior Lender permitted under the Senior Debt Documents or this Agreement or (G) the absence of any notice to, or knowledge by, Junior Lender of the existence, creation or non-payment of all or any part of the Senior Debt, or the occurrence of any of the matters or events set forth in the foregoing clauses (A) through (F), except as such notice Agent shall be required pursuant entitled to the terms hereofassume conclusively that no such facts exist.

No Prejudice or Impairment. No The provisions of this Article 10 are solely for the purposes of defining the relative rights of the Senior Lenders and the Junior Lenders and the Convertible Junior PIK Lenders. Nothing herein shall impair or prevent the Senior Lenders from exercising all rights and remedies otherwise permitted by applicable Law upon default under any Transaction Document subject, however, to the provisions of this Agreement. The right of any Senior Lender Lenders to enforce the subordination any provision of the Junior Debt this Agreement or any other Transaction Document shall not at any time in any way be prejudiced or impaired by any act or failure to act by on the part of any Obligated Loan Party or by its failure to comply with this Agreement. Without limiting the generality of the foregoing, the rights of Senior Lender under this Agreement shall remain in full force and effect without regard to, and shall not be impaired by: (A) any act or failure to act of by Agent or any Obligated Party Senior Lender or Junior Lender, or by any noncompliance by any Obligated Party Person with the terms, provisions and covenants of this Agreement or Junior Lender with any agreement or obligationother Transaction Documents, regardless of any knowledge thereof which any Senior Lender may havehave or be otherwise charged with. Nothing herein shall impair, (B) the validity or enforceability of the Senior Debt Documents, (C) subject to Section 10 hereof, as between each Loan Party and any extension or indulgence in respect of any payment or prepayment of the Senior Debt or any part thereof or in respect of any other amount payable to Senior Junior Lender, (D) subject the obligation of such Loan Party, which is unconditional and absolute, to Section 10 hereof, any amendment, modification or waiver of any of the terms of the Senior Debt Documents or pay to the Junior Debt DocumentsLenders the principal of and interest on the Junior Loans as and when the same shall become due in accordance with their terms, (E) nor shall anything herein prevent any exercise, delayed exercise or non-exercise Junior Lender from exercising all rights and remedies otherwise permitted by Senior Lender of any right, power, privilege or remedy applicable law upon default under or in respect of any Senior Debt, the Collateral or this Agreement, (F) any other action of Senior Lender permitted under the Senior Debt Documents or this Agreement or (G) any other Transaction Document, subject, however, to the absence provisions of this Article 10. Nothing herein shall impair or prevent the Junior Lenders from exercising all rights and remedies otherwise permitted by applicable Law upon default under any Transaction Document subject, however, to the provisions of this Agreement. The right of any notice to, Junior Lenders to enforce any provision of this Agreement or knowledge by, any other Transaction Document shall not at any time in any way be prejudiced or impaired by any act or failure to act on the part of any Loan Party or by any act or failure to act by Agent or any Junior Lender or by any noncompliance by any Person with the terms, provisions and covenants of the existence, creation or non-payment of all this Agreement or any part of the Senior Debtother Transaction Documents, or the occurrence regardless of any knowledge thereof which any Junior Lender may have or be otherwise charged with. Nothing herein shall impair, as between each Loan Party and any Convertible Junior PIK Lender, the obligation of the matters or events set forth in the foregoing clauses (A) through (F)such Loan Party, except as such notice shall be required pursuant which is unconditional and absolute, to pay to the terms hereofConvertible Junior PIK Lenders the principal of and interest on the Convertible Junior PIK Notes as and when the same shall become due in accordance with their terms, nor shall anything herein prevent any Convertible Junior PIK Lender from exercising all rights and remedies otherwise permitted by applicable law upon default under this Agreement or any other Transaction Document, subject, however, to the provisions of this Article 10.

No Prejudice or Impairment. No present or future holder of any Senior Loans shall be prejudiced in its right of Senior Lender to enforce the subordination of the Junior Debt shall be impaired Notes by any act or failure to act by on the part of Holdings, any Obligated Party Joint Issuer or by its failure to comply with this Agreementthe holders of the Notes. Without in any way limiting the generality of the foregoingpreceding sentence, the rights holders of Senior Lender under Loans may, at any time and from time to time, without the consent of or notice to the holders of the Notes, without incurring responsibility to the holders of the Notes and without impairing or releasing the subordination provided in this Agreement shall remain in full force and effect without regard toSection 10 or the obligations of the holders of the Notes to the holders of Senior Loans, and shall not be impaired bydo any one or more of the following: (Aa) change the manner, place or terms of payment of, or renew or alter any act Senior Loans, or failure to act otherwise amend or supplement in any manner, any Senior Loans or any instrument evidencing the same or any agreement under which Senior Loans is outstanding; (b) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing any Senior Loans; (c) release any Person liable in any manner for the collection or payment of any Obligated Party Senior Loans; and (d) exercise or Junior Lender, or refrain from exercising any noncompliance by rights against any Obligated Party or Junior Lender with any agreement or obligation, regardless of any knowledge thereof which Senior Lender may have, (B) obligor. Holdings shall notify the validity or enforceability holders of the Senior Debt Documents, (C) subject to Section 10 hereof, any extension or indulgence in respect of any payment or prepayment of the Senior Debt or any part thereof or in respect of any other amount payable to Senior Lender, (D) subject to Section 10 hereof, any amendment, modification or waiver Notes of any of the events described in the preceding sentence, but any failure so to notify such holders shall not affect or impair the rights of the holders of Senior Loans hereunder. Nothing contained herein shall impair, as between Holdings and the holder of any Notes, the obligation of Holdings to pay to the holder thereof the principal thereof and interest thereon as and when the same shall become due and payable in accordance with the terms thereof and of this Agreement, or prevent the holder of any Note from exercising all rights, powers and remedies otherwise permitted by applicable law or hereunder upon a Default or Event of Default hereunder, all subject to the terms of this Section 10 and the rights of the holders of the Senior Debt Documents Loans to receive cash, securities or other property otherwise payable or deliverable to the Junior Debt Documents, (E) any exercise, delayed exercise or non-exercise by Senior Lender of any right, power, privilege or remedy under or in respect of any Senior Debt, the Collateral or this Agreement, (F) any other action of Senior Lender permitted under the Senior Debt Documents or this Agreement or (G) the absence of any notice to, or knowledge by, Junior Lender holders of the existence, creation or non-payment of all or any part of the Senior Debt, or the occurrence of any of the matters or events set forth in the foregoing clauses (A) through (F), except as such notice shall be required pursuant to the terms hereofNotes.

No Prejudice or Impairment. No present or future holder of any Senior Loans shall be prejudiced in its right of Senior Lender to enforce the subordination of the Junior Debt shall be impaired Notes by any act or failure to act by on the part of Holdings, any Obligated Party Joint Issuer or by its failure to comply with this Agreementthe holders of the Notes. Without in any way limiting the generality of the foregoingpreceding sentence, the rights holders of Senior Lender under Loans may, at any time and from time to time, without the consent of or notice to the holders of the Notes, without incurring responsibility to the holders of the Notes and without impairing or releasing the subordination provided in this Agreement shall remain in full force and effect without regard toSection 10 or the obligations of the holders of the Notes to the holders of Senior Loans, and shall not be impaired bydo any one or more of the following: (Aa) change the manner, place or terms of payment of, or renew or alter any act Senior Loans, or failure to act otherwise amend or supplement in any manner, any Senior Loans or any instrument evidencing the same or any agreement under which Senior Loans is outstanding; (b) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing any Senior Loans; (c) release any Person liable in any manner for the collection or payment of any Obligated Party Senior Loans; and (d) exercise or Junior Lender, or refrain from exercising any noncompliance by rights against any Obligated Party or Junior Lender with any agreement or obligation, regardless of any knowledge thereof which Senior Lender may have, (B) obligor. Holdings shall notify the validity or enforceability holders of the Senior Debt Documents, (C) subject to Section 10 hereof, any extension or indulgence in respect of any payment or prepayment of the Senior Debt or any part thereof or in respect of any other amount payable to Senior Lender, (D) subject to Section 10 hereof, any amendment, modification or waiver Notes of any of the events described in the preceding sentence, but any failure so to notify such holders shall not affect or impair the rights of the holders of Senior Loans hereunder. Nothing contained herein shall impair, as between Holdings and the Joint Issuers and the holder of any Notes, the obligation of Holdings and the Joint Issuers to pay to the holder thereof the principal thereof and interest thereon as and when the same shall become due and payable in accordance with the terms hereof and of this Agreement, or prevent the holder of any Note from exercising all rights, powers and remedies otherwise permitted by applicable law or hereunder upon a Default or Event of Default hereunder, all subject to the terms of this Section 10 and the rights of the holders of the Senior Debt Documents Loans to receive cash, securities or other property otherwise payable or deliverable to the Junior Debt Documents, (E) any exercise, delayed exercise or non-exercise by Senior Lender of any right, power, privilege or remedy under or in respect of any Senior Debt, the Collateral or this Agreement, (F) any other action of Senior Lender permitted under the Senior Debt Documents or this Agreement or (G) the absence of any notice to, or knowledge by, Junior Lender holders of the existence, creation or non-payment of all or any part of the Senior Debt, or the occurrence of any of the matters or events set forth in the foregoing clauses (A) through (F), except as such notice shall be required pursuant to the terms hereofNotes.