Exclusive Collateral definition
Examples of Exclusive Collateral in a sentence
The ABL Agent, for and on behalf of itself and the ABL Secured Parties, acknowledges and agrees that, each Term Agent, for the benefit of itself and the relevant Term Secured Parties, has been, or may be, granted Liens upon all of the Collateral (other than any ABL Exclusive Collateral) in which the ABL Agent has been granted Liens and the ABL Agent hereby consents thereto.
The ABL Agent, for and on behalf of itself and the ABL Secured Parties, acknowledges and agrees that, concurrently herewith, each Term Agent, for the benefit of itself and the Term Secured Parties represented by such Term Agent, has been, or may be, granted Liens upon all of the Collateral (other than any ABL Exclusive Collateral) in which the ABL Agent has been granted Liens and the ABL Agent hereby consents thereto.
If such sale of Collateral includes both ABL Priority Collateral (other than any ABL Exclusive Collateral) and Term Priority Collateral and the Parties are unable after negotiating in good faith to agree on the allocation of the purchase price between the ABL Priority Collateral and 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.
The First Lien Collateral Agent, for itself and on behalf of the other First Lien Secured Parties, agrees that neither it nor any of them shall request or accept the benefit of any Lien on any Indenture Exclusive Collateral to secure any Obligations under and as defined in the First Lien Loan Documents.
In exercising rights and remedies with respect to the ABL Priority Collateral and the Canadian ABL Exclusive Collateral, the ABL Agent and the ABL Lenders may enforce the provisions of the ABL Loan Documents and exercise remedies thereunder, all in such order and in such manner as they may determine in the exercise of their sole discretion consistent with the terms of the ABL Loan Documents.
If the First Lien Collateral Agent or any other First Lien Secured Party shall, at any time, receive any proceeds of any such insurance policy or any such award or payment, in each case, in respect of Indenture Exclusive Collateral, it shall transfer and pay over such proceeds to the Second Lien Collateral Agent in accordance with Section 4.02(b).
Without limiting the generality of the foregoing, the Term Secured Parties shall not be obligated to see to the application of any Proceeds of the ABL Priority Collateral (other than ABL Exclusive Collateral) deposited into any Deposit Account or be answerable in any way for the misapplication thereof.
This Agreement shall neither restrict the rights of the ABL Agent as to the Canadian ABL Exclusive Collateral nor give any Term Loan Agent any rights with respect thereto on the date hereof; provided that, after the date hereof, the Grantors may enter into a Canadian Term Loan (as defined in the ABL Credit Agreement) in accordance with the terms of the ABL Credit Agreement.
The Collateral Agent, for and on behalf of itself, the Trustee and the Noteholders, acknowledges and agrees that, concurrently herewith, the Agent and the Lenders have been granted Liens upon all of the Collateral in which the Collateral Agent has been granted Liens (other than the Indenture Exclusive Collateral) and the Collateral Agent hereby consents thereto.
Subject to paragraphs (b) and (c) of this Section 3.07, neither the First Lien Collateral Agent nor any of the other First Lien Secured Parties shall be obligated to make any payments to the Second Lien Collateral Agent for use of the Real Property or Indenture Exclusive Collateral.