Unenforceable Liens. Notwithstanding anything to the contrary contained herein, if in any Insolvency Proceeding a determination is made that any Lien encumbering any Revolving Facility Collateral is not enforceable for any reason, then the Notes Collateral Agent and Security Trustee and the Noteholder Secured Parties agree that, any distribution or recovery they may receive with respect to, or allocable to, the value of the assets intended to constitute such Collateral or any proceeds thereof, to the extent that such assets constitute Noteholder Collateral, shall (until the Senior Priority Discharge Date) be segregated and held in trust and forthwith paid over to the Collateral Agent and Security Trustee for the benefit of the Revolving Facility Secured Parties in the same form as received without recourse, representation or warranty (other than a representation of the Notes Collateral Agent and Security Trustee that it has not otherwise sold, assigned, transferred or pledged any right, title or interest in and to such distribution or recovery) but with any necessary endorsements or as a court of competent jurisdiction may otherwise direct until the Senior Priority Discharge Date. Until the Senior Priority Discharge Date, the Notes Collateral Agent and Security Trustee, for itself and on behalf of each other Noteholder Secured Party, hereby appoints the Collateral Agent and Security Trustee, and any officer or agent of the Collateral Agent and Security Trustee as may be designated by the Collateral Agent and Security Trustee from time to time, with full power of substitution, the attorney-in-fact of each Noteholder Secured Party for the limited purpose of carrying out the provisions of this Section 4.03 and taking any action and executing any instrument that the Collateral Agent and Security Trustee may deem necessary or advisable to accomplish the purposes of this Section 4.03, which appointment is irrevocable and coupled with an interest.
Unenforceable Liens. If the Lender in good faith reasonably determines a material portion of the Lender’s Liens on the Collateral is invalid or unenforceable, or if Lender reasonably determines that it does not have the lien position on the Collateral that was contemplated under the terms of this Agreement and the other Financing Documents.
Unenforceable Liens. If in any insolvency or liquidation proceeding any Lien encumbering any Collateral is deemed to be unenforceable, then the Second Lien Secured Parties agree that any distribution, proceeds or recovery they may receive with respect to such Collateral shall (so long as any First Lien Obligations remain outstanding) be segregated, held in trust and paid over to Administrative Agent in the same form as received without recourse, representation or warranty.
Unenforceable Liens. Notwithstanding anything to the contrary contained herein, if in any Insolvency Proceeding of the Issuer, any of the Subsidiary Guarantors or their respective successors or assigns, a determination is made that any Lien of the Senior Lender Representative encumbering the Collateral is not enforceable for any reason, then the Subordinated Lien Collateral Agent, for itself and on behalf of the Subordinated Lienholders, agrees that, any distribution or recovery that they may receive with respect to, or allocable to, the value of the assets intended to constitute such Collateral or any proceeds thereof, shall be segregated and held in trust and forthwith paid over to the Senior Lender Representative for the benefit of the Senior Secured Parties in the same form as received without recourse, representation or warranty (other than a representation of the Subordinated Lien Collateral Agent that it has not otherwise sold, assigned, transferred or pledged any right, title or interest in and to such distribution or recovery) but with any necessary endorsements or as a court of competent jurisdiction may otherwise direct.
