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

Waiver of Right to Contest Liens. Each of the Term Collateral Agent, on behalf of itself and the Term Loan Secured Parties, and the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, 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 will not (and shall be deemed to have irrevocably, absolutely, and unconditionally waived any right to), contest (directly or indirectly) or support (directly or indirectly) any other Person in contesting, in any proceeding (including any Insolvency or Liquidation Proceeding): (a) the attachment, perfection, priority, validity or enforceability of any Lien in the Collateral held by or on behalf of 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 any Insolvency or Liquidation Proceeding, or (c) the validity or enforceability of the provisions of this Agreement; provided that nothing in this Agreement shall be construed to prevent or impair the 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, including the provisions of this Agreement relating to the priority of the Liens securing the Obligations as provided in Sections 2.1, 2.5, 2.6 and 6.1.

Waiver of Right to Contest Liens. (a) Each of (x) the Term CF Collateral Agent, for and on behalf of itself and the Term Loan CF Secured Parties, and (y) the ABL Bonds Collateral Agent, for and on behalf of itself and the ABL Bonds Secured Parties, consents to the granting of Liens in favor of the other to secure the ABL Obligations and the Term Loan Obligations, as applicable, and severally agrees that no Secured Party will be entitled to, and it will shall not (and shall be deemed to have irrevocably, absolutely, and unconditionally waived hereby waives any right to), ) take any action to contest or challenge (directly or indirectly) assist or support (directly or indirectly) any other Person in contestingcontesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency or Liquidation Proceeding): (a) ), the attachment, perfectionvalidity, priority, validity enforceability, or enforceability perfection of any Lien in the Liens of the ABL Collateral held by or on behalf of any of Agent and the ABL Secured Parties to secure the payment in respect of the ABL Obligations Receivables Collateral 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 any Insolvency or Liquidation Proceeding, or (c) the validity or enforceability of the provisions of this Agreement; provided that nothing . Except to the extent expressly set forth in this Agreement shall be construed to prevent or impair Agreement, each of the rights (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 ABL 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 Term manner in which the ABL Collateral Agent, on behalf of itself and the Term Loan Agent or any ABL Secured Parties, Party seeks to enforce this Agreement, including the provisions of this Agreement relating to the priority of the its Liens securing the Obligations as provided in Sections 2.1, 2.5, 2.6 and 6.1any Common Collateral.

Waiver of Right to Contest Liens. d. Each of the Term Collateral Agent, for and on behalf of itself and the Term Loan Secured Parties, and the ABL Collateral Parties represented by such Term Agent, on behalf of itself and the ABL Secured Parties, consents to the granting of Liens in favor of the other to secure the ABL Obligations agrees that it and the Term Loan Obligations, as applicable, and agrees that no Secured Party will be entitled to, and Parties represented by it will shall not (and shall be deemed to have irrevocably, absolutely, and unconditionally waived hereby waive any right to), ) take any action to contest or challenge (directly or indirectly) assist or support (directly or indirectly) any other Person in contestingcontesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency or Liquidation Proceeding): (a) ), the attachment, perfectionvalidity, priority, validity enforceability, or enforceability perfection of any Lien in the Collateral held by or on behalf Liens of any of the ABL Agent and the ABL Secured Parties in respect of the Collateral, the allowability of the claims asserted by the ABL Secured Parties with respect 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 any Insolvency or Liquidation Proceeding, or (c) the validity or enforceability of the provisions of this Agreement; provided . Each Term Agent, for itself and on behalf of the Term Secured Parties represented by such Term Agent, agrees that nothing neither it nor the Term Secured Parties represented by it will take any action that would hinder or interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Agent or any ABL Secured Party under the ABL Documents with respect to the ABL Priority Collateral. Each Term Agent, for itself and on behalf of the Term Secured Parties #94592040v2 EXHIBIT F represented by such Term Agent, 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 this Agreement which the ABL Agent or any ABL Lender seeks to enforce its Liens in any ABL Priority Collateral. The foregoing shall not be construed to prevent or impair the rights of the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, or the prohibit any Term Collateral Agent, on behalf of itself and the Term Loan Secured Parties, to enforce this Agreement, including Agent from enforcing the provisions of this Agreement relating to the priority of the Liens securing the Obligations as provided in Sections 2.1, 2.5, 2.6 and 6.1Agreement.