Common use of Waiver of Right to Contest Liens Clause in Contracts

Waiver of Right to Contest Liens. (a) Each of (x) the CF Collateral Agent, for and on behalf of itself and the CF Secured Parties, and (y) the Bonds Collateral Agent, for and on behalf of itself and the Bonds Secured Parties, severally agrees that it shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, each of the (x) CF Collateral Agent, for itself and on behalf of the CF Secured Parties, and (y) the Bonds Collateral Agent, for itself and on behalf of the Bonds Secured Parties, severally agrees that it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common Collateral. Except to the extent expressly set forth in this Agreement, each of (x) the CF Collateral Agent, for itself and on behalf of the CF Secured Parties, and (y) the Bonds Collateral Agent, for itself and the Bonds Secured Parties, hereby waives any and all rights it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common Collateral.

Appears in 2 contracts

Samples: Receivables Intercreditor Agreement, Receivables Intercreditor Agreement (Marietta Surgical Center, Inc.)

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Waiver of Right to Contest Liens. (a) Each of (x) the CF Term Collateral Agent, for and on behalf of itself and the CF Term Loan Secured Parties, and (y) the Bonds ABL Collateral Agent, for and on behalf of itself and the Bonds ABL Secured Parties, severally consents to the granting of Liens in favor of the other to secure the ABL Obligations and the Term Loan Obligations, as applicable, and agrees that no Secured Party will be entitled to, and it shall will not (and hereby waives shall be deemed to have irrevocably, absolutely, and unconditionally waived any right to), contest (directly or indirectly) take any action to contest or challenge (or assist or support (directly or indirectly) any other Person in contesting or challenging)contesting, directly or indirectly, whether or not in any proceeding (including in any Insolvency or Liquidation Proceeding)): (a) the attachment, the validityperfection, priority, enforceability, validity or perfection enforceability of any Lien in the Liens Collateral held by or on behalf of the ABL Collateral Agent and any of the ABL Secured Parties to secure the payment of the ABL Obligations or any of the Term Loan Secured Parties to secure the payment of the Term Loan Obligations, (b) the priority, validity or enforceability of the ABL Obligations or the Term Loan Obligations, including the allowability or priority of the Term Loan Obligations or the ABL Obligations, as applicable, in respect any Insolvency or Liquidation Proceeding, or (c) the validity or enforceability of Receivables Collateral or the provisions of this Agreement. Except ; provided that nothing in this Agreement shall be construed to prevent or impair the extent expressly set forth in rights of the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, or the Term Collateral Agent, on behalf of itself and the Term Loan Secured Parties, to enforce this Agreement, each including the provisions of this Agreement relating to the priority of the (x) CF Collateral AgentLiens securing the Obligations as provided in Sections 2.1, for itself 2.5, 2.6 and on behalf of the CF Secured Parties, and (y) the Bonds Collateral Agent, for itself and on behalf of the Bonds Secured Parties, severally agrees that it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common Collateral. Except to the extent expressly set forth in this Agreement, each of (x) the CF Collateral Agent, for itself and on behalf of the CF Secured Parties, and (y) the Bonds Collateral Agent, for itself and the Bonds Secured Parties, hereby waives any and all rights it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common Collateral6.1.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Ardent Health Partners, LLC), Intercreditor Agreement (Ardent Health Partners, LLC)

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Waiver of Right to Contest Liens. (a) d. Each of (x) the CF Collateral Term Agent, for and on behalf of itself and the CF Term Secured Parties, and (y) the Bonds Collateral Parties represented by such Term Agent, for and on behalf of itself agrees that it and the Bonds Term Secured Parties, severally agrees that Parties represented by it shall not (and hereby waives waive any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables Collateral the Collateral, the allowability of the claims asserted by the ABL Secured Parties with respect to the ABL Obligations in any Insolvency Proceeding, or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, each of the (x) CF Collateral Each Term Agent, for itself and on behalf of the CF Term Secured Parties, and (y) the Bonds Collateral Parties represented by such Term Agent, for itself and on behalf of the Bonds Secured Parties, severally agrees that neither it nor the Term Secured Parties represented by it will not take any action that would hinder or interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, each of (x) the CF Collateral Each Term Agent, for itself and on behalf of the CF Term Secured Parties, and (y) the Bonds Collateral Parties #94592040v2 EXHIBIT F represented by such Term Agent, for itself and the Bonds Secured Parties, hereby waives any and all rights it or the Term Secured Parties represented by it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party Lender seeks to enforce its Liens in any Common ABL Priority Collateral. The foregoing shall not be construed to prohibit any Term Agent from enforcing the provisions of this Agreement.

Appears in 1 contract

Samples: Abl Credit Agreement (Hayward Holdings, Inc.)

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