Common use of Suits to Protect Collateral Clause in Contracts

Suits to Protect Collateral. (a) Subject to Sections 7.01 and 7.02 of the Base Indenture and the provisions of the Collateral Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the Holders, on behalf of the Holders, and shall at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Documents and collect and receive any and all amounts payable in respect of the Note Obligations. Subject to the provisions of the Collateral Documents, each of the Trustee and Collateral Agent shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, to institute and to maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Documents or the Indenture, and such suits and proceedings as the Trustee or Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the Indenture and the Collateral Documents or be prejudicial to the interests of the Holders, the Trustee or the Collateral Agent).

Suits to Protect Collateral. (a) Subject to the provisions of Sections 7.01 and 7.02 of 7.02, the Base Indenture and Trustee may, subject to the provisions of the Collateral Security Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the HoldersHolders of Notes, direct, on behalf of the Holders, and shall at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, the Collateral Agents to take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Security Documents and collect and receive any and all amounts payable in respect of the obligations of the Company and the Guarantors under this Indenture, the Notes and the Note ObligationsGuarantees. Subject to the provisions of the Collateral Security Documents, each of the Trustee and Collateral Agent shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, power to institute and to maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Security Documents or the this Indenture, and such suits and proceedings as the Trustee or Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the this Indenture and the Collateral Security Documents or be prejudicial to the interests of the Holders, the Trustee Holders or the Collateral AgentTrustee).

Suits to Protect Collateral. (a) Subject to the provisions of Sections 7.01 and 7.02 of 7.02, the Base Indenture and Trustee may, subject to the provisions of the Collateral Security Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the HoldersHolders of Securities, direct, on behalf of the Holders, and shall at the direction of the Holders of a majority in aggregate principal amount of Securities, the then outstanding Notes, Collateral Agent to take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Security Documents and collect and receive any and all amounts payable in respect of the Note Obligationsobligations of the Issuer and the Guarantors under this Indenture, the Securities and the Guarantees. Subject to the provisions of the Collateral Security Documents, each of the Trustee and the Collateral Agent shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, power to institute and to maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Security Documents or the this Indenture, and such suits and proceedings as the Trustee or the Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the this Indenture and the Collateral Security Documents or be prejudicial to the interests of the Holders, the Trustee Holders or the Collateral AgentTrustee).

Suits to Protect Collateral. (a) Subject to Sections 7.01 and 7.02 of the Base Indenture and the provisions of the Collateral Security Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the Holders, on behalf of the Holders, and shall at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Security Documents and collect and receive any and all amounts payable in respect of the Note Obligations. Subject to the provisions of the Collateral Security Documents, each of the Trustee and Collateral Agent shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, to institute and to maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Security Documents or the this Indenture, and such suits and proceedings as the Trustee or Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the this Indenture and the Collateral Security Documents or be prejudicial to the interests of the Holders, the Trustee or the Collateral Agent).

Suits to Protect Collateral. (a) Subject to the provisions of Sections 7.01 7.1 and 7.02 of 7.2, the Base Indenture and Trustee may, subject to the provisions of the Collateral Security Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the HoldersHolders of Notes, direct, on behalf of the Holders, and shall at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, the Security Agent to take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Security Documents and collect and receive any and all amounts payable in respect of the Note Obligationsobligations of the Company and the Guarantors under this Indenture, the Notes and the Guarantees. Subject to the provisions of the Collateral Security Documents, each of the Trustee and Collateral Agent shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, power to institute and to maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Security Documents or the this Indenture, and such suits and proceedings as the Trustee or Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the this Indenture and the Collateral Security Documents or be prejudicial to the interests of the Holders, the Trustee Holders or the Collateral AgentTrustee).

Suits to Protect Collateral. (a) Subject to Sections 7.01 and 7.02 of the Base Indenture and the provisions of the Collateral Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the Holders, on behalf of the Holders, and shall at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Documents and collect and receive any and all amounts payable in respect of the Note Obligations. Subject to the provisions of hereof, the Majority Holders shall have the right to direct the Collateral DocumentsAgent, each of and if so directed, the Trustee and Collateral Agent shall have the power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, to institute and to maintain such suits and proceedings as it the Majority Holders may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Documents or the IndentureSecurity Documents, and such suits and proceedings as the Trustee or Collateral Agent Majority Holders may deem expedient to preserve or protect its their interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the Indenture and Liens of the Collateral Documents Agent in the Collateral or be prejudicial to the interests of the HoldersSecured Parties) (subject to the provisions of Article XIII); provided that the Collateral Agent may refuse to follow any direction that conflicts with law or this Agreement, that the Collateral Agent determines may be unduly prejudicial to the rights of other Secured Parties, or that may involve the Collateral Agent in personal liability and the Collateral Agent may take any other action deemed proper by the Collateral Agent which is not inconsistent with such direction. Nothing in this Section 7.03 shall prohibit, restrict or prevent the Majority Holders from instituting such suits or proceedings independently of the Administrative Agent, the Tranche A Trustee, the Tranche B Trustee or the Collateral Agent).

Suits to Protect Collateral. (a) Subject to Sections 7.01 and 7.02 of the Base Indenture and the provisions of the Collateral Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the Holders, on behalf of the Holders, and shall at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Documents and collect and receive any and all amounts payable in respect of the Note Obligations. Subject to the provisions of the Collateral DocumentsCommon Security and Intercreditor Agreement, each of the Trustee and Collateral Agent shall have powerTrustee, exercised in its sole discretion and without the consent of the Holders, or acting at the written direction of the Holders of a majority in aggregate principal amount of the then outstanding Notesall Holders, shall have power to institute and to maintain maintain, or direct the Collateral Agent to institute and maintain, such suits and proceedings as it the Trustee may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Security Documents or the this Indenture, and such suits and proceedings as the Trustee or Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the 124 137 enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the Indenture and Liens of each Collateral Agent in the Collateral Documents or be prejudicial to the interests of the Holders or the Trustee). Nothing in this Section 1505 shall prohibit, restrict or prevent the Holders, upon the vote or consent of the Holders of a majority of the aggregate principal amount of the Securities then Outstanding, to institute such suits or proceedings independently of the Trustee or and/or the Collateral Agent).

Suits to Protect Collateral. (a) Subject to Sections 7.01 and 7.02 of 7.02, the Base Indenture and Trustee may, subject to the provisions of the Collateral Security Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the HoldersHolders of Notes, on behalf of the HoldersHolders of Notes, and shall at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Security Documents and collect and receive any and all amounts payable in respect of the obligations of the Issuer and the Guarantors under this Indenture, the Notes and the Note ObligationsGuarantees. Subject to the provisions of the Collateral Security Documents, each of the Trustee and Collateral Agent shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, power to institute and to maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Security Documents or the this Indenture, and such suits and proceedings as the Trustee or Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the this Indenture and the Collateral Security Documents or be prejudicial to the interests of the Holders, the Trustee Holders or the Collateral AgentTrustee).

Suits to Protect Collateral. (a) Subject to Sections 7.01 and 7.02 the provisions of Article VIII, the Base Indenture and Trustee may, subject to the provisions of the Collateral Trust Agreement and the other Security Documents, the Trustee or Collateral Agent may, (i) in its sole discretion after an Event of Default and without the consent of the Holders, on behalf Holders of the Holders, and shall at Securities or (ii) upon the direction of the Holders of a majority representing not less than 25% in aggregate principal amount of the then outstanding NotesOutstanding Securities, direct, on behalf of all the Holders of the Securities, the Collateral Trustee to take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Trust Agreement and the other Security Documents and collect and receive any and all amounts payable in respect of the Note Obligationsobligations of the Company and the Subsidiary Guarantors, if any, under this Indenture, the Securities and the guarantees thereof. Subject to the provisions of the Collateral Trust Agreement and the other Security Documents, each of the Trustee and the Collateral Agent Trustee shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, power to institute and to maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Trust Agreement, the other Security Documents or the this Indenture, and such suits and proceedings as the Trustee or the Collateral Agent Trustee may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by this Indenture, the Indenture Collateral Trust Agreement and the Collateral Security Documents or be prejudicial to the interests of the Holders, the Trustee Holders or the Collateral AgentTrustee).

Suits to Protect Collateral. (a) Subject to Sections 7.01 and 7.02 of the Base this Indenture and the provisions Security Documents and the Intercreditor Agreement, including Section 6.02 of the Collateral Documentsthis Indenture, the Trustee or Collateral Agent mayTrustee, in its sole discretion and without the consent of the Holders, on behalf of the Holders, if an Event of Default has occurred and shall at is continuing, may or may instruct the direction of the Holders of a majority Notes Collateral Agent in aggregate principal amount of the then outstanding Notes, writing to take all actions it deems reasonably determines are necessary or appropriate in order to enforce any of the terms of the Collateral Notes Security Documents and collect and receive any and all amounts payable in respect of the Note ObligationsNotes Obligations hereunder. Subject to the provisions of the Collateral DocumentsNotes Security Documents and the Intercreditor Agreement, each of if applicable, the Trustee and the Notes Collateral Agent shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, power to institute and to maintain such suits and proceedings as it the Trustee may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Notes Security Documents or the this Indenture, and such suits and proceedings as the Trustee or Collateral Agent may deem expedient determine to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power Collateral. Nothing in this Section 17.03 shall be considered to institute and maintain suits impose any such duty or proceedings obligation to restrain act on the enforcement part of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the Indenture and the Collateral Documents or be prejudicial to the interests of the Holders, the Trustee or the Notes Collateral Agent).

Suits to Protect Collateral. (a) Subject to Sections 7.01 and 7.02 of 7.02, the Base Indenture and Trustee may, but shall not be obligated to, subject to the provisions of the Collateral Security Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the HoldersHolders of Notes, on behalf of the Holders, and shall at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Security Documents and collect and receive any and all amounts payable in respect of the Note Obligationsobligations of the Company and the Guarantors under this Indenture, the Notes and the Subsidiary Guarantees. Subject to the provisions of the Collateral Security Documents, each of the Trustee and Collateral Agent shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, power to institute and to maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Security Documents or the this Indenture, and such suits and proceedings as the Trustee or Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the this Indenture and the Collateral Security Documents or be prejudicial to the interests of the Holders, the Trustee Holders or the Collateral AgentTrustee).

Suits to Protect Collateral. (a) Subject to the provisions of Sections 7.01 and 7.02 of 7.02, the Base Indenture and Trustee may, subject to the provisions of the Collateral Security Documents, the Trustee or Collateral Agent may, in its sole discretion and without the consent of the HoldersHolders of Notes, direct, on behalf of the Holders, and shall at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, the Collateral Agent to take all actions it deems necessary or appropriate in order to enforce any of the terms of the Collateral Security Documents and collect and receive any and all amounts payable in respect of the Note Obligationsobligations of the Company and the Guarantors under this Indenture, the Notes and the Guarantees. Subject to the provisions of the Collateral Security Documents, each of the Trustee and Collateral Agent shall have power, exercised in its sole discretion and without the consent of the Holders, or at the direction of the Holders of a majority in aggregate principal amount of the then outstanding Notes, power to institute and to maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts which may be unlawful or in violation of any of the Collateral Security Documents or the this Indenture, and such suits and proceedings as the Trustee or Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Trustee or Collateral Agent and the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the Lien and security interest created by the this Indenture and the Collateral Security Documents or be prejudicial to the interests of the Holders, the Trustee Holders or the Collateral AgentTrustee).