Examples of DIP ABL Priority Collateral in a sentence
The Debtors shall not sell, transfer, lease, encumber or otherwise dispose of any portion of the DIP ABL Priority Collateral or Prepetition ABL Priority Collateral other than in the ordinary course of business without the prior written consent of the DIP ABL Agent and Prepetition ABL Agent, except as otherwise provided for in the DIP ABL Documents, and subject to the DIP Intercreditor Agreement.
The failure of any Initial Term A Loan Lender to make an Initial Term A Loan shall not relieve any other Initial Term A Loan Lender of its obligations to make an Initial Term A Loan nor shall it impose any additional liability on any other Lender hereunder.
If such sale of Collateral includes both DIP ABL Priority Collateral and DIP Term Priority Collateral and the Parties are unable to agree on the allocation of the purchase price between the DIP ABL Priority Collateral and DIP Term Priority Collateral, either Party may apply to the court in such Insolvency Proceeding to make a determination of such allocation, and the court’s determination shall be binding upon the Parties.
In furtherance thereof, the DIP Term Agent agrees that it will execute any and all Lien releases or other documents reasonably requested by the DIP ABL Agent in connection therewith, so long as the net cash proceeds from such sale or other disposition of such DIP ABL Priority Collateral are applied in accordance with the terms of this Agreement.
In accordance with the Cash Management Order and the DIP ABL Loan Documents, all prepetition practices and procedures for the payment and collection of proceeds of the DIP ABL Priority Collateral (including the turnover of relevant cash to the DIP ABL Lender), including any lockbox or blocked depository bank account arrangements, are hereby approved and shall continue without interruption after the commencement of the Cases.
In addition, subject to the terms hereof, the DIP ABL Agent may advertise and conduct public auctions or private NYDOCS02/867883.5 sales of the DIP ABL Priority Collateral without notice to, the involvement of or interference by any DIP Term Secured Party or liability to any DIP Term Secured Party.
The DIP ABL Agent shall be named as additional insured or loss payee, as applicable, with respect to all insurance policies relating to DIP ABL Priority Collateral and the DIP Term Agent shall be named as additional insured or loss payee, as applicable, with respect to all insurance policies relating to DIP Term Priority Collateral.
All collections and proceeds of DIP ABL Priority Collateral, whether from ordinary course collections, asset sales, debt issuances, insurance recoveries, condemnations or otherwise, will be deposited and applied as required by the Interim Order, this Final Order, and the DIP Loan Documents.
Except to the extent expressly set forth in this Agreement, the DIP Term Agent, for itself and on behalf of the DIP Term Secured Parties, hereby waives any and all rights it or the DIP Term Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the DIP ABL Agent seeks to enforce its Liens in any DIP ABL Priority Collateral.
The DIP ABL Agent shall have the sole and exclusive right, as against the DIP Term Agent, to adjust settlement of insurance claims in the event of any covered loss, theft or destruction of DIP ABL Priority Collateral.