Reliance by Holders of Senior Obligations on Subordination Provisions. Each Subordinated Party by entering into the agreements or other instruments to which it is a party or of which it is a beneficiary evidencing Subordinated Indebtedness acknowledges and agrees that the provisions of this Section 2 are, and are intended to be, an inducement and a consideration to each holder of any Secured Obligations, whether such Secured Obligations were created or acquired before or after the issuance or incurrence of the Subordinated Indebtedness, to acquire and continue to hold, or to continue to hold, such Secured Obligations and such holder of Secured Obligations shall be deemed conclusively to have relied on such subordination provisions in acquiring and continuing to hold, or in continuing to hold, such Secured Obligations. The provisions of this Section 2 may not be amended, altered or modified without the consent of the holders of such Secured Obligations.
Reliance by Holders of Senior Obligations on Subordination Provisions. Each Subordinated Party by entering into the agreements or other instruments to which it is a party or of which it is a beneficiary evidencing Subordinated Obligations acknowledges and agrees that the provisions of this Section 2 are, and are intended to be, an inducement and a consideration to each holder of any Senior Obligations, whether such Senior Obligations were created or acquired before or after the issuance or incurrence of the Subordinated Obligations, to acquire and continue to hold, or to continue to hold, such Senior Obligations and such holder of Senior Obligations shall be deemed conclusively to have relied on such subordination provisions in acquiring and continuing to hold, or in continuing to hold, such Senior Obligations. The provisions of this Section 2 may not be amended, altered or modified without the consent of the holders of such Senior Obligations.
Reliance by Holders of Senior Obligations on Subordination Provisions. Each Noteholder, by accepting such Note, acknowledges and agrees that the foregoing subordination provisions are, and are intended to be, an inducement and a consideration to each holder of any Senior Obligations, whether such Senior Obligations were created or acquired before or after the issuance of the Note, to acquire and continue to hold, or to continue to hold, such Senior Obligations and such holder of such Senior Obligations shall be deemed conclusively to have relied on such subordination provisions in acquiring and continuing to hold, or in continuing to hold, such Senior Obligations. If a proper claim or proof of debt in the form required in any proceeding (including any Guarantor Proceeding or Proceeding) is not filed by or on behalf of all Noteholders prior to 10 days before the expiration of the time to file such claims or proofs, then each Administrative Agent is hereby authorized, and shall have the right (without any duty), to file an appropriate claim on behalf of the Noteholders and to, subject to this Section 11.11, take such other action as may be reasonably necessary to effectuate the foregoing. Each Noteholder shall provide to each Administrative Agent and the holders of Senior Obligations all information and documents reasonably necessary to present claims or seek enforcement as aforesaid and the Noteholders hereby irrevocably authorize, empower and appoint each Administrative Agent as attorney-in-fact for such Noteholders to take any and all actions permitted by this paragraph to be taken by each Administrative Agent and such holders of Senior Obligations. Notwithstanding the foregoing, no Administrative Agent or holder of Senior Obligations shall be entitled to vote the claim of any Noteholder.
