Common use of Separate Grants of Security and Separate Classification Clause in Contracts

Separate Grants of Security and Separate Classification. (a) Each Fixed Asset Collateral Agent, for itself and on behalf of the applicable Fixed Asset Claimholders, and the ABL Collateral Agent, for itself and on behalf of the ABL Claimholders, acknowledges and agrees that the grants of Liens pursuant to the ABL Collateral Documents and the Fixed Asset Collateral Documents constitute separate and distinct grants of Liens, and because of, among other things, their differing rights in the Collateral, the Fixed Asset Obligations are fundamentally different from the ABL Obligations and must be separately classified in any plan of reorganization proposed or adopted in an Insolvency or Liquidation Proceeding. In furtherance of the foregoing, the Fixed Asset Collateral Agent, each for itself and on behalf of the applicable Fixed Asset Claimholders, and the ABL Collateral Agent, for itself and on behalf of the ABL Claimholders, each agrees that the Fixed Asset Claimholders and the ABL Claimholders will vote as separate classes in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding and that no Collateral Agent nor any Claimholder will seek to vote with the other as a single class in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding.

Separate Grants of Security and Separate Classification. (a) Each Fixed Asset Collateral Agent, for itself and on behalf of the applicable Fixed Asset Claimholders, and the ABL Revolving Credit Collateral Agent, for itself and on behalf of the ABL Revolving Credit Claimholders, acknowledges and agrees that the grants of Liens pursuant to the ABL Revolving Credit Collateral Documents and the Fixed Asset Collateral Documents constitute separate and distinct grants of Liens, and because of, among other things, their differing rights in the Collateral, the Fixed Asset Obligations are fundamentally different from the ABL Revolving Credit Obligations and must be separately classified in any plan of reorganization proposed or adopted in an Insolvency or Liquidation Proceeding. In furtherance of the foregoing, the Fixed Asset Collateral Agent, each for itself and on behalf of the applicable Fixed Asset Claimholders, and the ABL Revolving Credit Collateral Agent, for itself and on behalf of the ABL Revolving Credit Claimholders, each agrees that the Fixed Asset Claimholders and the ABL Revolving Credit Claimholders will vote as separate classes in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding and that no Collateral Agent nor any Claimholder will seek to vote with the other as a single class in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding.

Separate Grants of Security and Separate Classification. (a) Each Fixed Asset Notes Collateral Agent, for itself and on behalf of the applicable Fixed Asset Notes Claimholders, and the ABL Collateral Administrative Agent, for itself and on behalf of the ABL Claimholders, acknowledges and agrees that the grants of Liens pursuant to the ABL Collateral Documents and the Fixed Asset Notes Priority Collateral Documents constitute separate and distinct grants of Liens, and because of, among other things, their differing rights in the Collateral, the Fixed Asset Notes Obligations are fundamentally different from the ABL Obligations and must be separately classified in any plan of reorganization proposed or examinership or scheme of arrangement or similar dispositive restructuring plan proposed, confirmed or adopted in an Insolvency or Liquidation Proceeding. In furtherance of the foregoing, the Fixed Asset Notes Collateral Agent, each for itself and on behalf of the applicable Fixed Asset Notes Claimholders, and the ABL Collateral Administrative Agent, for itself and on behalf of the ABL Claimholders, each agrees that the Fixed Asset Notes Claimholders and the ABL Claimholders will vote as separate classes in connection with any plan of reorganization or examinership or scheme of arrangement or similar dispositive restructuring in any Insolvency or Liquidation Proceeding and that no Collateral Agent nor any Claimholder will seek to vote with the other as a single class in connection with any plan of reorganization or examinership or scheme of arrangement or similar dispositive restructuring in any Insolvency or Liquidation Proceeding.

Separate Grants of Security and Separate Classification. (a) Each Fixed Asset Collateral In furtherance of the foregoing, the Term Agent, for itself and on behalf of the applicable Fixed Asset Term Claimholders, and the ABL Collateral Agent, for itself and on behalf of the ABL Claimholders, acknowledges and agrees that the grants of Liens pursuant to the ABL Collateral Documents and the Fixed Asset Term Collateral Documents constitute separate and distinct grants of Liens, and because of, among other things, their differing rights in the Collateral, the Fixed Asset Obligations Term Secured Claims are fundamentally different from the ABL Obligations Secured Claim and must be separately classified in any plan of reorganization proposed or adopted in an Insolvency or Liquidation Proceeding. In furtherance of the foregoing, the Fixed Asset Collateral Term Agent, each for itself and on behalf of the applicable Fixed Asset Term Claimholders, and the ABL Collateral Agent, for itself and on behalf of the ABL Claimholders, each agrees that the Fixed Asset Term Claimholders and the ABL Claimholders will vote as separate classes in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding and that no Collateral Agent nor any Claimholder will seek to vote with the other as a single class in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding.

Separate Grants of Security and Separate Classification. (a) Each Fixed Asset Collateral Agent, for itself and on behalf of the applicable Fixed Asset Claimholders, and the ABL Revolving Credit Collateral Agent, for itself and on behalf of the ABL Revolving Credit Claimholders, and each Notes Collateral Agent, for itself and on behalf of the Notes Claim-holders acknowledges and agrees that the grants of Liens pursuant to the ABL Revolving Credit Collateral Documents, the Fixed Asset Collateral Documents and the Fixed Asset Notes Collateral Documents constitute separate and distinct grants of Liens, and because of, among other things, their differing rights in the Collateral, the Fixed Asset Obligations are fundamentally different from the ABL Revolving Credit Obligations which are fundamentally different from the Notes Obligations and each must be separately classified in any plan of reorganization proposed or adopted in an Insolvency or Liquidation Proceeding. In furtherance of the foregoing, the Fixed Asset Collateral Agent, each for itself and on behalf of the applicable Fixed Asset Claimholders, and the ABL Revolving Credit Collateral Agent, for itself and on behalf of the ABL Revolving Credit Claimholders and the Notes Collateral Agent, for itself and on behalf of the applicable Notes Claimholders, each agrees that the Fixed Asset Claimholders, the Revolving Credit Claimholders and the ABL Claimholders Notes Claim-holders will vote as separate classes in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding and that no Collateral Agent nor any Claimholder will seek to vote with the other as a single class in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding.

Separate Grants of Security and Separate Classification. (a) Each Fixed Asset The Term Loan Collateral Agent, for itself and on behalf of the applicable Fixed Asset Term Loan Claimholders, each Additional Pari Passu Debt Representative, for itself and on behalf of the Additional Pari Passu Claimholders, and the ABL Revolving Credit Facility Collateral Agent, for itself and on behalf of the ABL Revolving Credit Claimholders, acknowledges and agrees that the grants of Liens pursuant to the ABL Collateral Revolving Credit Facility Security Documents, the Term Loan Security Documents and the Fixed Asset Collateral Documents each Additional Pari Passu Security Document constitute separate and distinct grants of Liens, and because of, among other things, their differing rights in the Collateral, the Fixed Asset Term Loan Obligations, the Additional Pari Passu Obligations and the Revolving Credit Obligations are fundamentally different from the ABL Obligations one another, and must be separately classified in any plan of reorganization proposed or adopted in an Insolvency or Liquidation Proceeding. In furtherance of the foregoing, the Fixed Asset Collateral Agent, each for itself and on behalf of the applicable Fixed Asset Claimholders, and the ABL Term Loan Collateral Agent, for itself and on behalf of the ABL Term Loan Claimholders, each the Revolving Credit Facility Collateral Agent, for itself and on behalf of the Revolving Credit Claimholders, and Additional Pari Passu Debt Representative, for itself and on behalf of the Additional Pari Passu Claimholders, agrees that the Fixed Asset Term Loan Claimholders, the Revolving Credit Claimholders and the ABL each Series of applicable Additional Pari Passu Claimholders will vote as separate classes in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding and that no Collateral neither any Agent nor any Claimholder will seek to vote with the other as a single class in connection with any plan of reorganization in any Insolvency or Liquidation Proceeding.