Common use of Right to Realize on Collateral and Enforce Guaranty Clause in Contracts

Right to Realize on Collateral and Enforce Guaranty. (i) Anything contained in any of the Credit Documents to the contrary notwithstanding, Company, Administrative Agent, Collateral Agent and each Lender hereby agree that (A) no Lender shall have any right individually to realize upon any of the Collateral or to enforce the Guaranty, it being understood and agreed that all powers, rights and remedies hereunder may be exercised solely by Administrative Agent, on behalf of Lenders in accordance with the terms hereof and all powers, rights and remedies under the Collateral Documents may be exercised solely by Collateral Agent, and (B) in the event of a foreclosure by Collateral Agent on any of the Collateral pursuant to a public or private sale, Collateral Agent or any Lender may be the purchaser of any or all of such Collateral at any such sale and Collateral Agent, as agent for and representative of Secured Parties (but not any Lender or Lenders in its or their respective individual capacities unless Requisite Lenders shall otherwise agree in writing) shall be entitled, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by Collateral Agent at such sale. (ii) Notwithstanding the provisions of this Agreement or the Collateral Documents, Collateral Agent shall not have any obligation to exercise rights or remedies against Collateral consisting of Real Property or of stock of any Subsidiary that owns any Real Property (the “Specified Remedies”), and if Requisite Lenders determine that the Specified Remedies should be pursued, they shall give written notice thereof to Administrative Agent and Collateral Agent. Upon such notice, Collateral Agent may, in its sole and absolute discretion, elect to pursue the Specified Remedies (provided that it shall have no obligation to do so) and, if Collateral Agent does not so elect, the Requisite Lenders shall appoint a separate Real Estate Collateral Agent to pursue the Specified Remedies. Any such Real Estate Collateral Agent, in its capacity as such, shall be entitled to the indemnities and other benefits and protections of this Section 9 to the same extent as Collateral Agent (iii) No Hedge Agreement will create (or be deemed to create) in favor of any Lender Counterparty that is a party thereto any rights in connection with the management or release of any Collateral or of the obligations of any Guarantor under the Credit Documents.

Right to Realize on Collateral and Enforce Guaranty. (i) Anything contained in any of the Credit Documents to the contrary notwithstanding, CompanyParent Borrower, Administrative Agent, Collateral Agent and each Lender hereby agree that (A) no Lender shall have any right individually to realize upon any of the Collateral or to enforce the Guaranty, it being understood and agreed that all powers, rights and remedies hereunder may be exercised solely by Administrative Agent, on behalf of Lenders in accordance with the terms hereof and all powers, rights and remedies under the Collateral Documents may be exercised solely by Collateral Agent, and (B) in the event of a foreclosure by Collateral Agent on any of the Collateral pursuant to a public or private sale, Collateral Agent or any Lender may be the purchaser of any or all of such Collateral at any such sale and Collateral Agent, as agent for and representative of Secured Parties (but not any Lender or Lenders in its or their respective individual capacities unless Requisite Lenders shall otherwise agree in writing) shall be entitled, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by Collateral Agent at such sale. (ii) Notwithstanding anything to the provisions contrary contained herein or any other Credit Document, when all Obligations (other than obligations in respect of this Agreement or the Collateral Documentsany Swap Agreement) have been paid in full, Collateral upon request of Borrower, Administrative Agent shall not have (without notice to, or vote or consent of, any obligation to exercise rights Lender, or remedies against Collateral consisting of Real Property or of stock of any Subsidiary that owns any Real Property (the “Specified Remedies”), and if Requisite Lenders determine that the Specified Remedies should be pursued, they shall give written notice thereof to Administrative Agent and Collateral Agent. Upon such notice, Collateral Agent may, in its sole and absolute discretion, elect to pursue the Specified Remedies (provided that it shall have no obligation to do so) and, if Collateral Agent does not so elect, the Requisite Lenders shall appoint a separate Real Estate Collateral Agent to pursue the Specified Remedies. Any such Real Estate Collateral Agent, in its capacity as such, shall be entitled to the indemnities and other benefits and protections of this Section 9 to the same extent as Collateral Agent (iii) No Hedge Agreement will create (or be deemed to create) in favor affiliate of any Lender Counterparty that is a party thereto to any rights Swap Agreement) take such actions as shall be required to release its security interest in connection with all Collateral, and to release all guarantee obligations provided for in any Credit Document, whether or not on the management or date of such release there may be outstanding Obligations in respect of Swap Agreements. Any such release of guarantee obligations shall be deemed subject to the provision that such guarantee obligations shall be reinstated if after such release any Collateral or portion of any payment in respect of the obligations Obligations guaranteed thereby shall be rescinded or must otherwise be restored or returned upon the insolvency, bankruptcy, dissolution, liquidation or reorganization of Borrower or any Guarantor, or upon or as a result of the appointment of a receiver, intervenor or conservator of, or trustee or similar officer for, Borrower or any Guarantor under the Credit Documentsor any substantial part of its property, or otherwise, all as though such payment had not been made.

Right to Realize on Collateral and Enforce Guaranty. (i) Anything contained in any of the Credit Documents to the contrary notwithstanding, CompanyBorrowers, Administrative Agent, Collateral Agent and each Lender hereby agree that (Ai) no Lender shall have any right individually to realize upon any of the Collateral or to enforce the Guaranty, it being understood and agreed that all powers, rights and remedies hereunder may be exercised solely by Administrative Agent, on behalf of Lenders in accordance with the terms hereof and all powers, rights and remedies under the Collateral Documents may be exercised solely by Agent, provided, however, that Agent hereby appoints, authorizes and directs each Lender and Issuer to act as collateral sub-agent thereof for purposes of the perfection of all Liens with respect to the Collateral, and may (subject to the terms of the Intercreditor Agreement) further authorize such Lender and Issuer to take further actions for purposes of enforcing Liens thereunder or transferring such Collateral to Agent, and each Lender and Issuer agrees to take such further action to the extent, and only to the extent, so directed (Bsubject to the terms of the Intercreditor Agreement), and (ii) in the event of a foreclosure by Collateral Agent on any of the Collateral pursuant to a public or private sale, Collateral Agent or any Lender may be the purchaser of any or all of such Collateral at any such sale and Collateral Agent, as agent for and representative of Secured Parties (but not any Lender or Lenders in its or their respective individual capacities unless Requisite Lenders shall otherwise agree in writing) shall be entitled, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by Collateral Agent at such sale. (ii) Notwithstanding the provisions of this Agreement or the Collateral Documents, Collateral Agent shall not have . Should any obligation to exercise rights or remedies against Collateral consisting of Real Property or of stock Lender obtain possession of any Subsidiary that owns any Real Property (the “Specified Remedies”)Collateral, and if Requisite Lenders determine that the Specified Remedies should be pursuedsuch Lender shall notify Agent thereof, they shall give written notice thereof to Administrative Agent and Collateral Agent. Upon such notice, Collateral Agent may, in its sole and absolute discretion, elect to pursue the Specified Remedies (provided that it shall have no obligation to do so) and, if Collateral Agent does not so elect, the Requisite Lenders shall appoint a separate Real Estate Collateral Agent to pursue the Specified Remedies. Any such Real Estate Collateral promptly upon Agent, in its capacity as such's request therefor, shall be entitled deliver such Collateral to the indemnities and other benefits and protections of this Section 9 to the same extent as Agent or otherwise deal with such Collateral in accordance with Agent (iii) No Hedge Agreement will create (or be deemed to create) in favor of any Lender Counterparty that is a party thereto any rights in connection with the management or release of any Collateral or of the obligations of any Guarantor under the Credit Documents's instructions.

Right to Realize on Collateral and Enforce Guaranty. (i) Anything contained in any of the Credit Documents to the contrary notwithstanding, Company, Administrative Agent, Collateral Agent and each Lender hereby agree that (A) no Lender shall have any right individually to realize upon any of the Collateral or to enforce the Guaranty, it being understood and agreed that all powers, rights and remedies hereunder may be exercised solely by Administrative Agent, on behalf of Lenders in accordance with the terms hereof and all powers, rights and remedies under this Agreement and the Collateral Documents may be exercised solely by Collateral Agent, and (B) in the event of a foreclosure by Collateral Agent on any of the Collateral pursuant to a public or private sale, Collateral Agent or any Lender may be the purchaser of any or all of such Collateral at any such sale and Collateral Agent, as agent for and representative of Secured Parties (but not any Lender or Lenders in its or their respective individual capacities unless Requisite Lenders shall otherwise agree in writing) shall be entitled, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by Collateral Agent at such sale. (ii) Notwithstanding the provisions of this Agreement or the Collateral Documents, Collateral Agent shall not have any obligation to exercise rights or remedies against Collateral consisting of Real Property or of stock of any Subsidiary that owns any Real Property (the “Specified Remedies”), and if Requisite Lenders determine that the Specified Remedies should be pursued, they shall give written notice thereof to Administrative Agent and Collateral Agent. Upon such notice, Collateral Agent may, in its sole and absolute discretion, elect to pursue the Specified Remedies (provided that it shall have no obligation to do so) and, if Collateral Agent does not so elect, the Requisite Lenders shall appoint a separate Real Estate Collateral Agent to pursue the Specified Remedies. Any such Real Estate Collateral Agent, in its capacity as such, shall be entitled to the indemnities and other benefits and protections of this Section 9 to the same extent as Collateral Agent (iii) No Hedge Agreement will create (or be deemed to create) in favor of any Lender Counterparty that is a party thereto any rights in connection with the management or release of any Collateral or of the obligations of any Guarantor under the Credit Documents.

Right to Realize on Collateral and Enforce Guaranty. (i) Anything contained in any of the Credit Documents to the contrary notwithstanding, Company, Administrative Agent, Collateral Agent and each Lender hereby agree that (A) no Lender shall have any right individually to realize upon any of the Collateral or to enforce the Guaranty, it being understood and agreed that all powers, rights and remedies hereunder may be exercised solely by Administrative Agent, on behalf of Lenders in accordance with the terms hereof and all powers, rights and remedies under the Collateral Documents may be exercised solely by Collateral Agent, and (B) in the event of a foreclosure by Collateral Agent on any of the Collateral pursuant to a public or private salesale or other disposition, Collateral Agent or any Lender may be the purchaser of any or all of such Collateral at any such sale or other disposition and Collateral Agent, as agent for and representative of Secured Parties (but not any Lender or Lenders in its or their respective individual capacities unless Requisite Lenders shall otherwise agree in writing) shall be entitled, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by Collateral Agent at such salesale or other disposition. (ii) Notwithstanding the provisions of this Agreement or the Collateral Documents, Collateral Agent shall not have any obligation to exercise rights or remedies against Collateral consisting of Real Property or of stock of any Subsidiary that owns any Real Property (the “Specified Remedies”), and if Requisite Lenders determine that the Specified Remedies should be pursued, they shall give written notice thereof to Administrative Agent and Collateral Agent. Upon such notice, Collateral Agent may, in its sole and absolute discretion, elect to pursue the Specified Remedies (provided that it shall have no obligation to do so) and, if Collateral Agent does not so elect, the Requisite Lenders shall appoint a separate Real Estate Collateral Agent to pursue the Specified Remedies. Any such Real Estate Collateral Agent, in its capacity as such, shall be entitled to the indemnities and other benefits and protections of this Section 9 to the same extent as Collateral Agent (iii) No Hedge Agreement will create (or be deemed to create) in favor of any Lender Counterparty that is a party thereto any rights in connection with the management or release of any Collateral or of the obligations of any Guarantor under the Credit Documents. By accepting the benefits of the Collateral, such Lender Counterparty shall be deemed to have appointed Collateral Agent as its agent and agrees to be bound by the Credit Documents as a Secured Party.