Common use of Reinstatement and Continuation of Agreement Clause in Contracts

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional Agent, the ABL Lenders, the Noteholder Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional Obligations. No priority or right of the ABL Agent or any ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Collateral Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrowerthe Company, any GuarantorGrantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. The ABL Collateral Agent shall use commercially reasonable efforts to give written notice to the CF Collateral Agent of the occurrence of any such ABL Recovery (provided that the failure to give such notice shall not affect the ABL Collateral Agents rights hereunder, except it being understood that the CF Collateral Agent shall not be charged with knowledge of such ABL Recovery or required to take any actions based on such ABL Recovery until it has received such written notice of the occurrence of such ABL Recovery). All rights, interests, agreements, and obligations of the ABL Collateral Agent, the Note Agent, any Additional CF Collateral Agent, the ABL Lenders, the Noteholder Secured Parties and any Additional Creditors the CF Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower the Company or any Guarantor Grantor or any other circumstance which otherwise might constitute a defense (other than a defense that such obligations have in-fact been repaid) available to, or a discharge of any Borrower the Company or any Guarantor Grantor in respect of the ABL Obligations, the Note Obligations or any Additional the CF Obligations. No priority or right of the ABL Collateral Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower the Company or any Guarantor Grantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Collateral Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Term Loan Agent, any Additional Agent, the ABL LendersSecured Parties, the Noteholder Term Loan Secured Parties and any Additional Creditors Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Term Loan Obligations or any Additional Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL First Lien Agent or any ABL Lender First Lien Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any the Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL First Lien Obligations (an a “ABL First Lien Recovery”), then the ABL First Lien Obligations shall be reinstated to the extent of such ABL First Lien Recovery. If this Agreement shall have been terminated prior to such ABL First Lien Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL First Lien Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement, but such reinstatement shall not impose an obligation on the Second Lien Agent or Second Lien Secured Parties to disgorge payments received by the Second Lien Agent prior to such reinstatement, including from the Proceeds of Collateral, in accordance with the terms of Section 4.1 hereof. All rights, interests, agreements, and obligations of the ABL First Lien Agent, the Note Agent, any Additional Second Lien Agent, the ABL LendersFirst Lien Secured Parties, and the Noteholder Second Lien Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any the Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any the Borrower or any Guarantor in respect of the ABL Obligations, the Note First Lien Obligations or any Additional the Second Lien Obligations. No priority or right of the ABL First Lien Agent or any ABL Lender First Lien Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any the Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL First Lien Loan Documents, regardless of any knowledge thereof which the ABL First Lien Agent or any ABL Lender First Lien Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Credit Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, Loan Party or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement, but such reinstatement shall not impose an obligation on the Term Agent or Term Credit Parties to disgorge payments previously made, including from the Proceeds of ABL Priority Collateral. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional Term Agent, the ABL LendersCredit Parties, and the Noteholder Secured Term Credit Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor Loan Party or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor Loan Party in respect of the ABL Obligations, the Note Obligations or any Additional the Term Obligations. No priority or right of the ABL Agent or any ABL Lender Credit Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor Loan Party or by the noncompliance non-compliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Credit Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, Credit Party or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note First Lien Term Loan Agent, the Second Lien Term Loan Agent, any Additional Term Agent, the ABL LendersSecured Parties, the Noteholder First Lien Term Loan Secured Parties, the Second Lien Term Loan Secured Parties and any Additional Creditors Term Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor Credit Party or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor Credit Party in respect of the ABL Obligations, the Note First Lien Term Loan Obligations, the Second Lien Term Loan Obligations or any Additional Term Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor Credit Party or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, Credit Party or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Term Loan Agent, any Additional Agent, the ABL LendersSecured Parties, the Noteholder Term Loan Secured Parties and any Additional Creditors Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor Credit Party or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor Credit Party in respect of the ABL Obligations, the Note Term Loan Obligations or any Additional Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor Credit Party or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, Credit Party or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note [Cash Flow] Agent, any Additional Agent, the ABL LendersSecured Parties, the Noteholder [Cash Flow] Secured Parties and any Additional Creditors Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor Credit Party or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor Credit Party in respect of the ABL Obligations, the Note [Cash Flow] Obligations or any Additional Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor Credit Party or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Cash Flow Agent, any Additional Junior Agent, the ABL LendersSecured Parties, the Noteholder Cash Flow Secured Parties and any Additional Creditors Junior Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Cash Flow Obligations or any Additional the Junior Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any the Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then subject to the provisions of Section 4.1, the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional Term Agent, the ABL Lenders, and the Noteholder Secured Parties and any Additional Creditors Term Lenders under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any the Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any the Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the Term Obligations. No priority or right of the ABL Agent or any ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any the Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional First Lien Notes Agent, the ABL LendersSecured Parties, the Noteholder First Lien Notes Secured Parties, and the Future Notes Indebtedness Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the First Lien Notes Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Collateral Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrowerthe Company, any GuarantorGrantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. The ABL Collateral Agent shall use commercially reasonable efforts to give written notice to the Subordinated Lien Collateral Agents of the occurrence of any such ABL Recovery (provided that the failure to give such notice shall not affect the ABL Collateral Agents rights hereunder, except it being understood that no Subordinated Lien Collateral Agent shall be charged with knowledge of such ABL Recovery or required to take any actions based on such ABL Recovery until it has received such written notice of the occurrence of such ABL Recovery). All rights, interests, agreements, and obligations of the ABL Collateral Agent, the Note Agent, any Additional each Subordinated Lien Collateral Agent, the ABL Lenders, the Noteholder Secured Parties and any Additional Creditors the Subordinated Lien Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower the Company or any Guarantor Grantor or any other circumstance which otherwise might constitute a defense (other than a defense that such obligations have in-fact been repaid) available to, or a discharge of any Borrower the Company or any Guarantor Grantor in respect of the ABL Obligations, the Note Obligations or any Additional the applicable Subordinated Lien Obligations. No priority or right of the ABL Collateral Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower the Company or any Guarantor Grantor or by the noncompliance non-compliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Collateral Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any ABL Borrower, any ABL Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional Term Agent, the ABL LendersSecured Parties, and the Noteholder Term Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any ABL Borrower or any ABL Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any ABL Borrower or any ABL Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the Term Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any ABL Borrower or any ABL Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Senior Lien Agent or any ABL Lender Senior Lien Secured Party is required in any Insolvency Proceeding or other applicable proceeding or otherwise to turn over or otherwise pay to the estate of any the Borrower, any Guarantor, Guarantor or any other Person any payment made in satisfaction of all or any portion of the ABL Senior Lien Obligations (an a “ABL Senior Lien Recovery”), then the ABL Senior Lien Obligations shall be reinstated to the extent of such ABL Senior Lien Recovery. If this Agreement shall have been terminated prior to such ABL Senior Lien Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Senior Lien Recovery, and such prior termination shall not diminish, release, discharge, impair, impair or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, agreements and obligations of the ABL Senior Lien Agent, the Note Agent, any Additional Junior Lien Agent, the ABL Lenders, the Noteholder Senior Lien Secured Parties and any Additional Creditors the Junior Lien Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, conversion or dismissal of, any Insolvency Proceeding by or against any either or the Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any of, either or the Borrower or any Guarantor in respect of the ABL Obligations, the Note Senior Lien Obligations or any Additional the Junior Lien Obligations. No priority or right of the ABL Senior Lien Agent or any ABL Lender Senior Lien Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any either or the Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, provisions or covenants of any of the ABL Senior Lien Documents, regardless of any knowledge thereof which the ABL Senior Lien Agent or any ABL Lender Senior Lien Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Collateral Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrowerthe Company or the Co-Issuer, any GuarantorGrantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. The ABL Collateral Agent shall use commercially reasonable efforts to give written notice to the Notes Collateral Agent of the occurrence of any such ABL Recovery (provided that the failure to give such notice shall not affect the ABL Collateral Agent’s rights hereunder, except it being understood that the Notes Collateral Agent shall not be charged with knowledge of such ABL Recovery or required to take any actions based on such ABL Recovery until it has received such written notice of the occurrence of such ABL Recovery). All rights, interests, agreements, and obligations of the ABL Collateral Agent, the Note Agent, any Additional Notes Collateral Agent, the ABL Lenders, the Noteholder Secured Parties and any Additional Creditors the Notes Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower the Company, the Co-Issuer or any Guarantor Grantor or any other circumstance which otherwise might constitute a defense (other than a defense that such obligations have in-fact been repaid) available to, or a discharge of any Borrower the Company, the Co-Issuer or any Guarantor Grantor in respect of the ABL Obligations, the Note Obligations or any Additional the Notes Obligations. No priority or right of the ABL Collateral Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower the Company, the Co-Issuer or any Guarantor Grantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Collateral Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Term Loan Agent, any Additional Agent, the ABL Lenders, the Noteholder Term Loan Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Term Loan Obligations or any Additional Obligations. No priority or right of the ABL Agent or any ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations amount (an “ABL Recovery”a "RECOVERY"), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recoveryeffect, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional Term Agent, the ABL Lenders, and the Noteholder Secured Parties and any Additional Creditors Term Noteholders under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the Term Obligations. No priority or right of the ABL Agent or any ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Term Loan Collateral Agent or any ABL Lender other Term Loan Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Term Loan Obligations (an “ABL Term Loan Recovery”), then the ABL Term Loan Obligations shall be reinstated to the extent of such ABL Term Loan Recovery. If this Agreement shall have been terminated prior to such ABL Term Loan Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Term Loan Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. The Term Loan Collateral Agent shall use commercially reasonable efforts to give written notice to the Notes Collateral Agent of the occurrence of any such Term Loan Recovery (provided that the failure to give such notice shall not affect the Term Loan Collateral Agent’s rights hereunder, except it being understood that the Notes Collateral Agent shall not be charged with knowledge of such Term Loan Recovery or required to take any actions based on such Term Loan Recovery until it has received such written notice of the occurrence of such Term Loan Recovery). All rights, interests, agreements, and obligations of the ABL Term Loan Collateral Agent, the Note Notes Collateral Agent, any Additional Agenteach other Term Loan Secured Party, the ABL Lenders, the Noteholder and each other Notes Secured Parties and any Additional Creditors Party under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense defence available to, or a discharge of any Borrower or any Guarantor in respect of all or any portion of the ABL Obligations, the Note Term Loan Obligations or any Additional Notes Obligations. No priority or right of the ABL Term Loan Collateral Agent or any ABL Lender other Term Loan Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL DocumentsTerm Loan Document, any Secured Swap Agreement or any Banking Services Agreement, regardless of any knowledge thereof which the ABL Term Loan Collateral Agent or any ABL Lender other Term Loan Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the DIP ABL Agent or any DIP ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any DIP ABL Borrower, any DIP ABL Guarantor, the DIP Term Borrower, any DIP Term Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations amount (an a “ABL Recovery”), then the DIP ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recoveryeffect, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the DIP ABL Agent, the Note Agent, any Additional DIP Term Agent, the DIP ABL Lenders, and the Noteholder DIP Term Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or DIP ABL Borrower, any DIP ABL Guarantor, the DIP Term Borrower, any DIP Term Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or DIP ABL Borrower, any DIP ABL Guarantor, the DIP Term Borrower, any DIP Term Guarantor in respect of the DIP ABL Obligations, the Note Obligations or any Additional the DIP Term Obligations. No priority or right of the DIP ABL Agent or any DIP ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or DIP ABL Borrower, any DIP ABL Guarantor, the DIP Term Borrower, any DIP Term Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the DIP ABL Documents, regardless of any knowledge thereof which the DIP ABL Agent or any DIP ABL Lender may have.

Reinstatement and Continuation of Agreement. (a) If the ABL First Lien Agent or any ABL Lender First Lien Secured Party is required in any Insolvency Proceeding or other applicable proceeding or otherwise to turn over or otherwise pay to the estate of any the Borrower, any Guarantor, Guarantor or any other Person any payment made in satisfaction of all or any portion of the ABL First Lien Obligations (an a “ABL First Lien Recovery”), then the ABL First Lien Obligations shall be reinstated to the extent of such ABL First Lien Recovery. If this Agreement shall have been terminated prior to such ABL First Lien Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL First Lien Recovery, and such prior termination shall not diminish, release, discharge, impair, impair or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, agreements and obligations of the ABL First Lien Agent, the Note Agent, any Additional Second Lien Agent, the ABL Lenders, the Noteholder First Lien Secured Parties and any Additional Creditors the Second Lien Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, conversion or dismissal of, any Insolvency Proceeding by or against any either the Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any of, either the Borrower or any Guarantor in respect of the ABL Obligations, the Note First Lien Obligations or any Additional the Second Lien Obligations. No priority or right of the ABL First Lien Agent or any ABL Lender First Lien Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any either the Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, provisions or covenants of any of the ABL First Lien Documents, regardless of any knowledge thereof which the ABL First Lien Agent or any ABL Lender First Lien Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note 2025 Notes Agent, any Additional Agent, the ABL Lenders, the Noteholder Secured Parties 2025 Notes Creditors and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note 2025 Notes Obligations or any Additional Obligations. No priority or right of the ABL Agent or any ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any BorrowerABL Credit Party (or any trustee, receiver or similar person therefor), because the payment of such amount was declared to be fraudulent or preferential in any respect or for any other reason, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations amount (an “ABL Recovery”), whether received as proceeds of security, enforcement of any right of setoff or otherwise, then as among the parties hereto the ABL Obligations shall be deemed to be reinstated to the extent of such ABL RecoveryRecovery and to be outstanding as if such payment had not occurred and the ABL Secured Parties shall be entitled, to the extent they are entitled hereunder, to a Discharge of ABL Obligations with respect to all such recovered amounts and shall have all rights hereunder until such time. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recoveryeffect, and such prior termination shall not diminish, release, discharge, impair, impair or otherwise affect the obligations of the Parties from such date of reinstatementparties hereto. All rights, interests, agreements, and obligations of the ABL Agent, the Note [Term Loan] Agent, any Additional [Term] Agent, the ABL LendersSecured Parties, the Noteholder [Term Loan] Secured Parties and any Additional Creditors [Term] Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor Credit Party or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor Credit Party in respect of the ABL Obligations, the Note [Term Loan] Obligations or any Additional [Term] Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor Credit Party or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (ad) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any the Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Term Agent, any Additional Junior Agent, the ABL LendersSecured Parties, the Noteholder Term Secured Parties and any Additional Creditors Junior Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any the Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any the Borrower or any Guarantor in respect of 39168701_7 the ABL Obligations, the Note Term Obligations or any Additional the Junior Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any the Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the DIP ABL Agent or any DIP ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any DIP ABL Borrower, any DIP ABL Guarantor, the DIP Term Borrower, any DIP Term Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations amount (an a “ABL Recovery”), then the DIP ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recoveryeffect, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the DIP ABL Agent, the Note Agent, any Additional DIP Term Agent, the DIP ABL Lenders, and the Noteholder Secured Parties and any Additional Creditors DIP Term Lenders under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or DIP ABL Borrower, any DIP ABL Guarantor, the DIP Term Borrower, any DIP Term Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or DIP ABL Borrower, any DIP ABL Guarantor, the DIP Term Borrower, any DIP Term Guarantor in respect of the DIP ABL Obligations, the Note Obligations or any Additional the DIP Term Obligations. No priority or right of the DIP ABL Agent or any DIP ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or DIP ABL Borrower, any DIP ABL Guarantor, the DIP Term Borrower, any DIP Term Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the DIP ABL Documents, regardless of any knowledge thereof which the DIP ABL Agent or any DIP ABL Lender may have.

Reinstatement and Continuation of Agreement. (ad) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any the Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Term Agent, any Additional Junior Agent, the ABL LendersSecured Parties, the Noteholder Term Secured Parties and any Additional Creditors Junior Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any the Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any the Borrower or any Guarantor in respect of the ABL Obligations, the Note Term Obligations or any Additional the Junior Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any the Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional Term Agent, the ABL LendersSecured Parties, and the Noteholder Term Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the Term Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.. (b) If the Term Agent or any Term Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the Term Obligations (a “Term Recovery”), then the Term Obligations shall be reinstated to the extent of such Term Recovery. If this Agreement shall have been terminated prior to such Term Recovery, this Agreement shall be reinstated in full force and effect in the event of such Term Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Term Agent, the ABL Secured Parties, and the Term Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations or the Term Obligations. No priority or right of the Term Agent or any Term Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the Terms, provisions, or covenants of any of the Term Documents, regardless of any knowledge thereof which the Term Agent or any Term Secured Party may have. ARTICLE 6

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, Loan Party or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional AgentShared Collateral Agents, the ABL LendersSecured Parties, and the Noteholder Shared Collateral Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor Loan Party or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor Loan Party in respect of the ABL Obligations, the Note Obligations or any Additional the Shared Collateral Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the For bracketed language here and elsewhere in this form relating to the Assignor(s), if the assignment is from a single Assignor, choose the first bracketed language. If the assignment is from multiple Assignors, choose the second bracketed language. For bracketed language here and elsewhere in this form relating to the Assignee(s), if the assignment is to a single Assignee, choose the first bracketed language. If the assignment is to multiple Assignees, choose the second bracketed language. Select as appropriate. Include bracketed language if there are either multiple Assignors or multiple Assignees. part of any Borrower or any Guarantor ABL Loan Party or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Term Loan Agent, any Additional Term Agent, the ABL LendersSecured Parties, the Noteholder Term Loan Secured Parties and any Additional Creditors Term Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Term Loan Obligations or any Additional Term Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any other ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL RecoveryRecovery and the Discharge of Term Loan Obligations or a Term Recovery (defined below) has not occurred, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties Agents from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional Term Agent, the other ABL LendersSecured Parties, and the Noteholder other Term Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the Term Obligations. No priority or right of the ABL Agent or any other ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any other ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (aae) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional First Lien Notes Agent, the ABL LendersSecured Parties, the Noteholder First Lien Notes Secured Parties, and the Future Notes Indebtedness Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the First Lien Notes Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL any Senior Lien Agent or any ABL Lender Senior Lien Secured Party is required in any Insolvency Proceeding or other applicable proceeding or otherwise to turn over or otherwise pay to the estate of any Borrowerthe Borrowers, any Guarantor, Guarantor or any other Person any payment made in satisfaction of all or any portion of the ABL Senior Lien Obligations (an a “ABL Senior Lien Recovery”), then the ABL Senior Lien Obligations shall be reinstated to the extent of such ABL Senior Lien Recovery. If this Agreement shall have been terminated prior to such ABL Senior Lien Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Senior Lien Recovery, and such prior termination shall not diminish, release, discharge, impair, impair or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, agreements and obligations of the ABL AgentSenior Lien Agents, the Note Agent, any Additional AgentJunior Lien Agents, the ABL Lenders, the Noteholder Senior Lien Secured Parties and any Additional Creditors the Junior Lien Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, conversion or dismissal of, any Insolvency Proceeding by or against any Borrower either or the Borrowers or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower of, either or the Borrowers or any Guarantor in respect of the ABL Obligations, the Note Senior Lien Obligations or any Additional the Junior Lien Obligations. No priority or right of the ABL Agent Senior Lien Agents or any ABL Lender Senior Lien Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower either or the Borrowers or any Guarantor or by the noncompliance by any Person with the terms, provisions, provisions or covenants of any of the ABL Senior Lien Documents, regardless of any knowledge thereof which the ABL Agent Senior Lien Agents or any ABL Lender Senior Lien Secured Party may have.. INSOLVENCY PROCEEDINGS

Reinstatement and Continuation of Agreement. (a) If the ABL Collateral Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrowerthe Company, any GuarantorGrantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. The ABL Collateral Agent shall use commercially reasonable efforts to give written notice to the Notes Collateral Agent of the occurrence of any such ABL Recovery (provided that the failure to give such notice shall not affect the ABL Collateral Agent’s rights hereunder, except it being understood that the Notes Collateral Agent shall not be charged with knowledge of such ABL Recovery or required to take any actions based on such ABL Recovery until it has received such written notice of the occurrence of such ABL Recovery). All rights, interests, agreements, and obligations of the ABL Collateral Agent, the Note Agent, any Additional Notes Collateral Agent, the ABL Lenders, the Noteholder Secured Parties and any Additional Creditors the Notes Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower the Company or any Guarantor Grantor or any other circumstance which otherwise might constitute a defense (other than a defense that such obligations have in-fact been repaid) available to, or a discharge of any Borrower the Company or any Guarantor Grantor in respect of the ABL Obligations, the Note Obligations or any Additional the Notes Obligations. No priority or right of the ABL Collateral Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower the Company or any Guarantor Grantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Collateral Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (ah) If the ABL Agent Agents or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL AgentAgents, the Note Agent, any Additional Second Lien Agent, the ABL LendersSecured Parties, and the Noteholder Second Lien Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the Second Lien Obligations. No priority or right of the ABL Agent Agents or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent Agents or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL RecoveryRecovery and the Discharge of Term Obligations or a Term Recovery (defined below) has not occurred, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional Term Agent, the ABL LendersSecured Parties, and the Noteholder Term Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the Term Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance non-compliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, Credit Party or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”)], then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note [Cash Flow] Agent, any Additional Agent, the ABL LendersSecured Parties, the Noteholder [Cash Flow] Secured Parties and any Additional Creditors Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor Credit Party or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor Credit Party in respect of the ABL Obligations, the Note [Cash Flow] Obligations or any Additional Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor Credit Party or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional each Term Loan/Notes Agent, the ABL Lenders, the Noteholder First Lien Term Lenders, the First Lien Notes Secured Parties, and the Future Term Loan/Notes Indebtedness Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the Term Loan/Notes Obligations. No priority or right of the ABL Agent or any ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Collateral Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrowerthe Company, any GuarantorGrantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. The ABL Collateral Agent shall use commercially reasonable efforts to give written notice to the New First Lien Collateral Agent of the occurrence of any such ABL Recovery (provided that the failure to give such notice shall not affect the ABL Collateral Agent’s rights hereunder, except it being understood that the New First Lien Collateral Agent shall not be charged with knowledge of such ABL Recovery or required to take any actions based on such ABL Recovery until it has received such written notice of the occurrence of such ABL Recovery). All rights, interests, agreements, and obligations of the ABL Collateral Agent, the Note Agent, any Additional New First Lien Collateral Agent, the ABL Lenders, the Noteholder Secured Parties and any Additional Creditors under the New First Lien Secured Parties un- der this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower the Company or any Guarantor Grantor or any other circumstance which otherwise might constitute a defense (other than a defense that such obligations have in-fact been repaid) available to, or a discharge of any Borrower the Company or any Guarantor Grantor in respect of the ABL Obligations, the Note Obligations or any Additional the New First Lien Obligations. No priority or right of the ABL Collateral Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower the Company or any Guarantor Grantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Collateral Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL First Lien Collateral Agent or any ABL Lender First Lien Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrowerthe Company, any Guarantorother Grantor, or any other Person any payment made in satisfaction of all or any portion of the ABL First Lien Obligations (an a “ABL Recovery”), then the ABL First Lien Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. The First Lien Collateral Agent shall use commercially reasonable efforts to give written notice to the Subordinated Lien Collateral Agents of the occurrence of any such Recovery (provided that the failure to give such notice shall not affect the First Lien Collateral Agent’s rights hereunder, except it being understood that no Subordinated Lien Collateral Agent shall be charged with knowledge of such Recovery or required to take any actions based on such Recovery until it has received such written notice of the occurrence of such Recovery). All rights, interests, agreements, and obligations of the ABL First Lien Collateral Agent, each Subordinated Lien Collateral Agent, the Note Agent, any Additional Agent, the ABL Lenders, the Noteholder First Lien Secured Parties and any Additional Creditors the Subordinated Lien Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower the Company or any Guarantor Grantor or any other circumstance which otherwise might constitute a defense (other than a defense that such obligations have in fact been repaid) available to, or a discharge of any Borrower the Company or any Guarantor Grantor in respect of the ABL Obligations, the Note First Lien Obligations or any Additional the applicable Subordinated Lien Obligations. No priority or right of the ABL First Lien Collateral Agent or any ABL Lender First Lien Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower the Company or any Guarantor other Grantor or by the noncompliance non-compliance by any Person with the terms, provisions, or covenants of any of the ABL First Lien Documents, regardless of any knowledge thereof which the ABL First Lien Collateral Agent or any ABL Lender First Lien Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Senior Lien Agent or any ABL Lender Senior Lien Secured Party is required in any Insolvency Proceeding or other applicable proceeding or otherwise to turn over or otherwise pay to the estate of any Borrowerthe Borrowers, any Guarantor, Guarantor or any other Person any payment made in satisfaction of all or any portion of the ABL Senior Lien Obligations (an a “ABL Senior Lien Recovery”), then the ABL Senior Lien Obligations shall be reinstated to the extent of such ABL Senior Lien Recovery. If this Agreement shall have been terminated prior to such ABL Senior Lien Recovery, this US-DOCS\79710835.5 Senior Junior Intercreditor Agreement Agreement shall be reinstated in full force and effect in the event of such ABL Senior Lien Recovery, and such prior termination shall not diminish, release, discharge, impair, impair or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, agreements and obligations of the ABL Senior Lien Agent, the Note Agent, any Additional Junior Lien Agent, the ABL Lenders, the Noteholder Senior Lien Secured Parties and any Additional Creditors the Junior Lien Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, conversion or dismissal of, any Insolvency Proceeding by or against any Borrower either or the Borrowers or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower of, either or the Borrowers or any Guarantor in respect of the ABL Obligations, the Note Senior Lien Obligations or any Additional the Junior Lien Obligations. No priority or right of the ABL Senior Lien Agent or any ABL Lender Senior Lien Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower either or the Borrowers or any Guarantor or by the noncompliance by any Person with the terms, provisions, provisions or covenants of any of the ABL Senior Lien Documents, regardless of any knowledge thereof which the ABL Senior Lien Agent or any ABL Lender Senior Lien Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Cash Flow Agent, any Additional Agent, the ABL Lenders, the Noteholder Secured Parties Cash Flow Lenders and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Cash Flow Obligations or any Additional Obligations. No priority or right of the ABL Agent or any ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Term Agent, any Additional Agent, the ABL Lenders, the Noteholder Secured Parties Term Lenders and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Term Obligations or any Additional Obligations. No priority or right of the ABL Agent or any ABL Lender shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Collateral Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrowerthe Company, any GuarantorGrantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. The ABL Collateral Agent shall use commercially reasonable efforts to give written notice to each Junior Priority Representative of the occurrence of any such ABL Recovery (provided that the failure to give such notice shall not affect the ABL Collateral Agent’s rights hereunder, except it being understood that no Junior Priority Representative shall be charged with knowledge of such ABL Recovery or required to take any actions based on such ABL Recovery until it has received such written notice of the occurrence of such ABL Recovery). All rights, interests, agreements, and obligations of the ABL Collateral Agent, the Note Agent, any Additional AgentJunior Priority Representatives, the ABL Lenders, the Noteholder Secured Parties and any Additional Creditors the Junior Priority Debt Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower the Company or any Guarantor Grantor or any other circumstance which otherwise might constitute a defense (other than a defense that such obligations have in-fact been repaid) available to, or a discharge of any Borrower the Company or any Guarantor Grantor in respect of the ABL Obligations, the Note Obligations or any Additional the Junior Priority Debt Obligations. No priority or right of the ABL Collateral Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower the Company or any Guarantor Grantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Collateral Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any the ABL US Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations or the ABL Canadian Secured Obligations (an “ABL Recovery”), then the ABL Obligations and/or the ABL Canadian Secured Obligations, as applicable, shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional Term Agent, the ABL LendersSecured Parties, and the Noteholder Term Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, to or a discharge of any Borrower or any Guarantor in respect of the ABL Obligations, the Note Obligations or any Additional the Term Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any the ABL US Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any the Borrower, any Guarantor, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Term Agent, any Additional Junior Agent, the ABL LendersSecured Parties, the Noteholder Term Secured Parties and any Additional Creditors Junior Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any the Borrower or any Guarantor or any other circumstance which otherwise might constitute a defense available to, or a discharge of any the Borrower or any Guarantor in respect of the ABL Obligations, the Note Term Obligations or any Additional the Junior Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any the Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have.

Reinstatement and Continuation of Agreement. (a) aj. If the ABL Agent or any ABL Lender Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Borrower, any Guarantorother Credit Party, or any other Person any payment made in satisfaction of all or any portion of the ABL Obligations (an “ABL Recovery”), then the ABL Obligations shall be reinstated to the extent of such ABL Recovery. If this Agreement shall have been terminated prior to such ABL Recovery, this Agreement shall be reinstated in full force and effect in the event of such ABL Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Note Agent, any Additional AgentTerm Agents, the ABL LendersSecured Parties, and the Noteholder Term Secured Parties and any Additional Creditors under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against any Borrower or any Guarantor other Credit Party or any other circumstance which otherwise might constitute a defense available to, or a discharge of any Borrower or any Guarantor other Credit Party in respect of the ABL Obligations, the Note Obligations or any Additional the Term Obligations. No priority or right of the ABL Agent or any ABL Lender Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of any Borrower or any Guarantor or by the noncompliance by any Person with the terms, provisions, or covenants of any of the ABL Documents, regardless of any knowledge thereof which the ABL Agent or any ABL Lender Secured Party may have. ak. If any Term Agent or any Term Secured Party is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of the US Borrower, any other Credit Party, or any other Person any payment made in satisfaction of all or any portion of the Term Obligations (a “Term Recovery”), then the Term Obligations shall be reinstated to the #94592040v2 EXHIBIT F extent of such Term Recovery. If this Agreement shall have been terminated prior to such Term Recovery, this Agreement shall be reinstated in full force and effect in the event of such Term Recovery, and such prior termination shall not diminish, release, discharge, impair, or otherwise affect the obligations of the Parties from such date of reinstatement. All rights, interests, agreements, and obligations of the ABL Agent, the Term Agents, the ABL Secured Parties, and the Term Secured Parties under this Agreement shall remain in full force and effect and shall continue irrespective of the commencement of, or any discharge, confirmation, conversion, or dismissal of, any Insolvency Proceeding by or against the US Borrower or any other Credit Party or any other circumstance which otherwise might constitute a defense available to, or a discharge of the US Borrower or any other Credit Party in respect of the ABL Obligations or the Term Obligations. No priority or right of any Term Agent or any Term Secured Party shall at any time be prejudiced or impaired in any way by any act or failure to act on the part of the US Borrower or any other Credit Party or by the noncompliance by any Person with the terms, provisions, or covenants of any of the Term Documents, regardless of any knowledge thereof which any Term Agent or any Term Secured Party may have.