Common use of Rights as Unsecured Creditors Clause in Contracts

Rights as Unsecured Creditors. The Junior Representatives and the Junior Secured Parties may exercise rights and remedies as unsecured creditors against the Borrower and any other Grantor in accordance with the terms of the Junior Debt Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Junior Representative or any Junior Secured Party of the required payments of principal, premium, interest, fees and other amounts due under the Junior Debt Documents so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative or any Junior Secured Party of rights or remedies as a creditor in respect of Shared Collateral. In the event any Junior Representative or any Junior Secured Party becomes a judgment lien creditor in respect of Shared Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligations, such judgment lien shall be subordinated to the Liens securing Senior Obligations on the same basis as the other Liens securing the Junior Obligations are so subordinated to such Liens securing Senior Obligations under this Agreement. Nothing in this Agreement shall impair or otherwise adversely affect any rights or remedies the Designated Senior Representative, the other Senior Representatives or the Senior Secured Parties may have with respect to the Senior Collateral.

Rights as Unsecured Creditors. The Junior Representatives and the Junior Secured Parties may exercise rights and remedies as unsecured creditors against the Borrower Company and any other Grantor in accordance with the terms of the Junior Debt Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreement. Nothing Unless otherwise set forth in this Agreement, nothing in this Agreement shall prohibit the receipt by any Junior Representative or any Junior Secured Party of the required payments of principal, premium, interest, fees and other amounts due under the Junior Debt Documents so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative or any Junior Secured Party of rights or remedies as a creditor in respect of Shared Collateral. In the event any Junior Representative or any Junior Secured Party becomes a judgment lien creditor in respect of Shared Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligations, such judgment lien shall be subordinated to the Liens securing Senior Obligations on the same basis as the other Liens securing the Junior Obligations are so subordinated to such Liens securing Senior Obligations under this Agreement. Nothing in this Agreement shall impair or otherwise adversely affect any rights or remedies the Designated Senior Representative, the other Senior Representatives or the Senior Secured Parties may have with respect to the Senior Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as an unsecured creditors creditor against the Borrower and Company or any other Grantor Subsidiary that has guaranteed the Noteholder Claims in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreementlaw. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Trustee or any Junior Secured Party Noteholder of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Trustee or any Junior Secured Party Noteholder of rights or remedies as a secured creditor in respect of Shared CollateralCommon Collateral or enforcement in contravention of this Agreement of any Lien in respect of Noteholder Claims held by any of them. In the event any Junior Representative the Trustee or any Junior Secured Party Noteholder becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior ObligationsNoteholder Claims, such judgment lien shall be subordinated to the Liens securing Senior Obligations Lender Claims on the same basis as the other Liens securing the Junior Obligations Noteholder Claims are so subordinated to such Liens securing Senior Obligations Lender Claims under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives Intercreditor Agent or the Senior Secured Parties Lenders may have with respect to the Senior Lender Collateral.

Rights as Unsecured Creditors. The Junior Representatives and the Junior Secured Parties may exercise rights and remedies as unsecured creditors against the Borrower Company and any other Grantor in accordance with the terms of the Junior Debt Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Junior Representative or any Junior Secured Party of the required payments of principal, premium, interest, fees and other amounts due under the Junior Debt Documents so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative or any Junior Secured Party of rights or remedies as a creditor in respect of Shared Collateral. In the event any Junior Representative or any Junior Secured Party becomes a judgment lien creditor in respect of Shared Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligations, such judgment lien shall be subordinated to the Liens securing Senior Obligations on the same basis as the other Liens securing the Junior Obligations are so subordinated to such Liens securing Senior Obligations under this Agreement. Nothing in this Agreement shall impair or otherwise adversely affect any rights or remedies the Designated Senior Representative, the other Senior Representatives or the Senior Secured Parties may have with respect to the Senior Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as unsecured creditors against the Borrower Company and any other Grantor in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreementlaw. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Trustee or any Junior Secured Party Noteholder of the required payments of principal, premium, interest, fees and other amounts due under the Junior Debt Noteholders Documents so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Trustee or any Junior Secured Party Noteholder of rights or remedies as a secured creditor in respect of Shared Common Collateral. In the event any Junior Representative the Trustee or any Junior Secured Party Noteholder becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior ObligationsNoteholder Claims, such judgment lien shall be subordinated to the Liens securing Senior Obligations Lender Claims on the same basis as the other Liens securing the Junior Obligations Noteholder Claims are so subordinated to such Liens securing Senior Obligations Lender Claims under this Agreement. Nothing in this Agreement shall impair or otherwise adversely affect any rights or remedies the Designated Senior Representative, the other Senior Representatives Intercreditor Agent or the Senior Secured Parties Lenders may have with respect to the Senior Lender Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Collateral Agent and the Junior Secured Parties Creditors may exercise rights and remedies as an unsecured creditors creditor against any Grantor or any Subsidiary that has guaranteed the Borrower and any other Grantor Junior Creditor Claims in accordance with the terms of the Junior Debt Creditor Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreementlaw. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Collateral Agent or any Junior Secured Party Creditors of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Collateral Agent or any Junior Secured Party Creditor of foreclosure rights or remedies as a secured creditor or enforcement in respect contravention of Shared Collateral. In the event this Agreement of any Junior Representative or Lien held by any Junior Secured Party becomes a judgment lien creditor in respect of Shared Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligations, such judgment lien shall be subordinated to the Liens securing Senior Obligations on the same basis as the other Liens securing the Junior Obligations are so subordinated to such Liens securing Senior Obligations under this Agreementthem. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives Credit Agent or the Senior Secured Parties Creditors may have with respect to the Senior CollateralCreditor Collateral and the foregoing shall not be construed to limit or otherwise affect any of the rights of Senior Credit Agent or any Senior Creditor under the subordination provisions in the Junior Creditor Documents or under any other provisions thereof or any of the obligations and duties of Collateral Agent, Junior Creditors or any Grantor thereunder or under any of the Senior Creditor Documents.

Rights as Unsecured Creditors. The Junior Representatives Except as otherwise set forth in this Agreement, the ABL Facility Security Agent and the Junior ABL Facility Secured Parties may exercise rights and remedies as unsecured creditors against the any Borrower and or any other Grantor in accordance with the terms of the Junior Debt ABL Facility Documents to which it is a party and applicable law so long law. Except as such rights and remedies do not violate and are not otherwise inconsistent with any provision of set forth in this Agreement. Nothing , nothing in this Agreement shall prohibit the receipt by any Junior Representative the ABL Facility Security Agent or any Junior ABL Facility Secured Party of the required payments of principal, premium, interest, fees principal and other amounts due under in respect of the Junior Debt Documents ABL Facility Obligations so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the ABL Facility Security Agent or any Junior ABL Facility Secured Party of rights or remedies as a secured creditor (including set off) in respect of Shared Collateralthe Term Loan First Lien Collateral in contravention of this Agreement or enforcement in contravention of this Agreement of any Lien held by any of them. In the event any Junior Representative the ABL Facility Security Agent or any Junior other ABL Facility Secured Party becomes a judgment lien creditor in respect of Shared any Term Loan First Lien Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligationscreditor, such judgment lien shall be subordinated to the Liens securing Senior Term Loan Obligations on the same basis as the other Liens on the Term Loan First Lien Collateral securing the Junior ABL Facility Obligations are so subordinated to such Liens securing Senior Term Loan Obligations under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, Term Loan Security Agent or the other Senior Representatives or the Senior Term Loan Secured Parties may have with respect to the Senior Term Loan First Lien Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as an unsecured creditors creditor against either Company or any Subsidiary that has guaranteed the Borrower and any other Grantor Noteholder Claims in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreementlaw. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Trustee or any Junior Secured Party Noteholders of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Trustee or any Junior Secured Party Noteholder of rights or remedies as a secured creditor or enforcement in respect contravention of Shared Collateralthis Agreement of any Lien held by any of them. In the event any Junior Representative the Trustee or any Junior Secured Party Noteholder becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligationscreditor, such judgment lien shall be subordinated to the Liens securing Senior Obligations Lender Claims on the same basis as the other Liens securing the Junior Obligations Noteholder Claims are so subordinated to such Liens securing Senior Obligations Lender Claims under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives Credit Agent or the Senior Secured Parties Lenders may have with respect to the Senior Lender Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, (a) the Public Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as unsecured creditors against Parent or any Subsidiary that has guaranteed the Borrower and any other Grantor Noteholder Claims in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such and (b) the other Second Lien Claimholders may exercise rights and remedies do not violate as unsecured creditors against Parent or any Guarantor Subsidiary in accordance with the terms of their Second Lien Credit Documents and are not otherwise inconsistent with any provision of this Agreementapplicable law. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Public Trustee or any Junior Secured Party Second Lien Claimholders of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Second Lien Collateral Trustee or any Junior Secured Party Second Lien Claimholders of rights or remedies as a secured creditor (including set-off) or enforcement in respect contravention of Shared Collateralthis Agreement of any Lien held by any of them. In the event any Junior Representative the Public Trustee or any Junior Secured Party Second Lien Claimholders becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligationscreditor, such judgment lien shall be subordinated to the Liens securing Senior First Lien Obligations on the same basis as the other Liens securing the Junior Second Lien Obligations are so subordinated to such Liens securing Senior First Lien Obligations under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives First Lien Claimholder Representative or the Senior Secured Parties First Lien Claimholders may have with respect to the Senior First Lien Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as an unsecured creditors creditor against the Borrower and Company or any other Grantor Subsidiary that has guaranteed the Noteholder Claims in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such rights and remedies do if the Common Collateral was not violate and are not otherwise inconsistent with any provision of this AgreementNoteholder Collateral. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Trustee or any Junior Secured Party Noteholders of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Trustee or any Junior Secured Party Noteholder of rights or remedies as a secured creditor or enforcement in respect contravention of Shared Collateralthis Agreement of any Lien held by any of them. In the event any Junior Representative the Trustee or any Junior Secured Party Noteholder becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligationscreditor, such judgment lien shall be subordinated to the Liens securing Senior Obligations Lender Claims on the same basis as the other Liens securing the Junior Obligations Noteholder Claims are so subordinated to such Liens securing Senior Obligations Lender Claims under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives Credit Agent or the Senior Secured Parties Lenders may have with respect to the Senior Lender Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as an unsecured creditors creditor against the Borrower and Company or any other Grantor Subsidiary that has guaranteed the Noteholder Claims in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreementlaw. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Trustee or any Junior Secured Party Noteholders of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Trustee or any Junior Secured Party Noteholder of rights or remedies as a secured creditor in respect of Shared CollateralCommon Collateral or enforcement in contravention of this Agreement of any Lien in respect of Noteholder Claims held by any of them and such payments do not come from Proceeds of Common Collateral after an event of default under the First Lien Indebtedness has occurred with respect to which the Trustee has received written notice, and until such event of default is cured or waived or until the Discharge of Senior Lender Claims. In the event any Junior Representative the Trustee or any Junior Secured Party Noteholder becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior ObligationsNoteholder Claims, such judgment lien shall be subordinated to the Liens securing Senior Obligations Lender Claims on the same basis as the other Liens securing the Junior Obligations Noteholder Claims are so subordinated to such Liens securing Senior Obligations Lender Claims under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives Credit Agent or the Senior Secured Parties Lenders may have with respect to the Senior Lender Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as an unsecured creditors creditor against the Borrower and Company or any other Grantor Subsidiary that has guaranteed the Noteholder Claims in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreementlaw. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Trustee or any Junior Secured Party Noteholders of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Trustee or any Junior Secured Party Noteholder of rights or remedies as a secured creditor in respect of Shared CollateralCommon Collateral or enforcement in contravention of this Agreement of any Lien in respect of Noteholder Claims held by any of them. In the event any Junior Representative the Trustee or any Junior Secured Party Noteholder becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior ObligationsNoteholder Claims, such judgment lien shall be subordinated to the Liens securing Senior Obligations Lender Claims on the same basis as the other Liens securing the Junior Obligations Noteholder Claims are so subordinated to such Liens securing Senior Obligations Lender Claims under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives Credit Agent or the Senior Secured Parties Lenders may have with respect to the Senior Lender Collateral.

Rights as Unsecured Creditors. The Junior Representatives Subordinated Creditor and each of the Junior Secured Parties other Subordinated Claimholders may exercise rights and remedies as an unsecured creditors creditor against the Borrower and Company or any other Grantor Obligor in accordance with the terms of the Junior Debt applicable Subordinated Loan Documents and applicable law so long as to the extent such rights exercise is not inconsistent with, and remedies do does not violate and are not otherwise inconsistent with any provision constitute or result in a violation of, the terms of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Subordinated Creditor or any Junior Secured Party other Subordinated Claimholders of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Subordinated Creditor or any Junior Secured Party other Subordinated Claimholder of rights or remedies as a secured creditor in respect of Shared CollateralCollateral or enforcement in contravention of this Agreement of any Lien in respect of Subordinated Obligations held by any of them or is otherwise in violation of this Agreement. In the event any Junior Representative Subordinated Creditor or any Junior Secured Party other Subordinated Claimholder becomes a judgment lien creditor in respect of Shared Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Subordinated Obligations, such judgment lien shall be subordinated to the Liens securing Senior Obligations on the same basis as the other Liens securing the Junior Subordinated Obligations are so subordinated to such Liens securing Senior Obligations under this Agreement. Nothing in this Agreement shall impair or otherwise adversely affect any rights or remedies the Designated Senior Representative, the other Senior Representatives or the Senior Secured Parties may have with respect to the Senior Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as unsecured creditors against the Borrower and Company any other Grantor Subsidiary that has guaranteed the Noteholder Claims in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreementlaw. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Trustee or any Junior Secured Party Noteholders of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not (i) the direct or indirect result of the exercise by a Junior Representative the Trustee, the Noteholder Collateral Agent or any Junior Secured Party Noteholder of rights or remedies as a secured creditor in respect of Shared CollateralCommon Collateral or (ii) in violation of Section 3.01, 4.01, 4.02, 5.02 or 6.03. In the event any Junior Representative the Trustee, the Noteholder Collateral Agent or any Junior Secured Party Noteholder becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior ObligationsNoteholder Claims, such judgment lien shall be subordinated to the Liens securing Senior Obligations Lender Claims on the same basis as the other Liens securing the Junior Obligations Noteholder Claims are so subordinated to such Liens securing Senior Obligations Lender Claims under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives First-Lien Agent or the Senior Secured Parties Lenders may have with respect to the Senior Common Collateral.

Rights as Unsecured Creditors. The Junior Representatives and the Junior Secured Parties may exercise rights and remedies as unsecured creditors against the Borrower and any other Grantor in accordance with the terms of the Junior Debt Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Junior Representative or any Junior Secured Party of the required payments of principal, premium, interest, fees and other amounts due under the Junior Debt Documents so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative or any Junior Secured Party of rights or remedies as a creditor in respect of Shared Collateral. In the event any Junior Representative or any Junior Secured Party becomes a judgment lien creditor in respect of Shared Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligations, such judgment lien shall be subordinated to the Liens securing Senior Obligations on the same basis as the other Liens securing the Junior Obligations are so subordinated to such Liens securing Senior Obligations under this Agreement. Nothing in this Agreement shall impair or otherwise adversely affect any rights or remedies the Designated Senior Representative, the other Senior Representatives or the Senior Secured Parties may have with respect to the Senior Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, (a) the Public Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as unsecured creditors against Parent or any Subsidiary that has guaranteed the Borrower and any other Grantor Noteholder Claims in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such and (b) the other Second Lien Claimholders may exercise rights and remedies do not violate as unsecured creditors against Parent or any Guarantor Subsidiary in accordance with the terms of their Second Lien Credit Documents and are not otherwise inconsistent with any provision of this Agreementapplicable law. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Public Trustee or any Junior Secured Party Second Lien Claimholders of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Second Lien Collateral Trustee or any Junior Secured Party Second Lien Claimholders of rights or remedies as a secured creditor (including set-off) or enforcement in respect contravention of Shared Collateralthis Agreement of any Lien held by any of them. In the event any Junior Representative the Public Trustee or any Junior Secured Party Second Lien Claimholders becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligationscreditor, such judgment lien shall be subordinated to the Liens securing Senior First Lien Obligations on the same basis as the other Liens securing the Junior Second Lien Obligations are so subordinated to such Liens securing Senior First Lien Obligations under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives First Lien Claimholder Representative or the Senior Secured Parties First Lien Claimholders may have with respect to the Senior First Lien Collateral.. INTERCREDITOR AGREEMENT

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Collateral Agent and the Junior Secured Parties 11% Noteholders may exercise rights and remedies as an unsecured creditors creditor against Globix or any Subsidiary that has guaranteed the Borrower and any other Grantor 11% Noteholder Claims in accordance with the terms of the Junior Debt 11% Noteholder Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreementlaw. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Collateral Agent or any Junior Secured Party 11% Noteholders of the required payments of principal, premium, interest, fees interest and other amounts due under principal with respect to the Junior Debt Documents 11% Notes so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Collateral Agent or any Junior Secured Party 11% Noteholder of rights or remedies as a secured creditor or enforcement in respect contravention of Shared Collateralthis Agreement of any Lien held by any of them. In the event any Junior Representative the Collateral Agent or any Junior Secured Party 11% Noteholder becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligationscreditor, such judgment lien shall be subordinated to the Liens securing Senior Obligations on the same basis as the other Liens securing the Junior Obligations 11% Noteholder Claims are so subordinated to such Liens securing Senior Obligations under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives or the Senior Secured Parties Noteholders may have with respect to the Senior Noteholder Collateral.

Rights as Unsecured Creditors. The Junior Representatives Notwithstanding anything to the contrary in this Agreement, the Trustee and the Junior Secured Parties Noteholders may exercise rights and remedies as an unsecured creditors creditor against any Company or any Subsidiary that has guaranteed the Borrower and any other Grantor Noteholder Claims in accordance with the terms of the Junior Debt Noteholder Documents and applicable law so long as such rights and remedies do not violate and are not otherwise inconsistent with any provision of this Agreementlaw. Nothing in this Agreement shall prohibit the receipt by any Junior Representative the Trustee or any Junior Secured Party Noteholders of the required payments of principal, premium, interest, fees interest and other amounts due under the Junior Debt Documents principal so long as such receipt is not the direct or indirect result of the exercise by a Junior Representative the Trustee or any Junior Secured Party Noteholder of rights or remedies as a secured creditor or enforcement in respect contravention of Shared Collateralthis Agreement of any Lien held by any of them. In the event any Junior Representative the Trustee or any Junior Secured Party Noteholder becomes a judgment lien creditor in respect of Shared Common Collateral as a result of its enforcement of its rights as an unsecured creditor in respect of Junior Obligationscreditor, such judgment lien shall be subordinated to the Liens securing Senior Obligations Lender Claims on the same basis as the other Liens securing the Junior Obligations Noteholder Claims are so subordinated to such Liens securing Senior Obligations Lender Claims under this Agreement. Nothing in this Agreement shall impair impairs or otherwise adversely affect affects any rights or remedies the Designated Senior Representative, the other Senior Representatives Credit Agent or the Senior Secured Parties Lenders may have with respect to the Senior Lender Collateral.