Reliance Waivers Etc. 52 7.1 Reliance 52 7.2 No Warranties or Liability 53 7.3 No Waiver of Lien Priorities. 53 7.4 Waiver of Liability 55 7.5 Obligations Unconditional 56 SECTION 8. MISCELLANEOUS 56 8.1 Conflicts 56 8.2 Effectiveness; Continuing Nature of this Agreement; Severability 56 8.3 Amendments; Waivers 57 8.4 Information Concerning Financial Condition of the Obligors and their Subsidiaries 58 8.5 Subrogation 58 8.6 Application of Payments 58 8.7 SUBMISSION TO JURISDICTION; WAIVERS 59 8.8 Notices 60 8.9 Further Assurances 60 8.10 CHOICE OF LAW 60 8.11 Binding on Successors and Assigns 60 8.12 Headings 60 8.13 Counterparts; Integration; Effectiveness 61 8.14 Authorization; Binding Effect on Claimholders 61 8.15 Exclusive Means of Exercising Rights under this Agreement 61 8.16 No Third Party Beneficiaries; Provisions Solely to Define Relative Rights 62 8.17 No Indirect Actions 62 8.18 Obligors; Additional Obligors 62 8.19 Right of Collateral Agent to Continue 63 8.20 Claimholders 63 8.21 Additional Lien Obligations 63 8.22 Additional Intercreditor Agreements 64 ABL INTERCREDITOR AGREEMENT This ABL INTERCREDITOR AGREEMENT (as amended, restated, amended and restated, supplemented and/or otherwise modified from time to time, this “Agreement”) is dated as of August 6, 2019, and entered into by and among BANK OF AMERICA, N.A., in its capacity as administrative agent under the ABL Credit Agreement and the ABL Collateral Documents relating thereto (in each case as defined below) (in such capacity and together with its successors and assigns in such capacity, the “ABL Credit Agreement Collateral Agent”), BANK OF AMERICA, N.A. (“BoA”), in its capacity as administrative agent under the First Lien Credit Agreement and the First Lien Collateral Documents relating thereto (in each case, as defined below) (in such capacity and together with its successors and assigns in such capacity, the “First Lien Credit Agreement Collateral Agent”), ANKURA TRUST COMPANY, LLC (“Ankura”) in its capacity as collateral agent under the Second Lien Notes Indenture and the Second Lien Collateral Documents relating thereto (in each case, as defined below) (in such capacity and together with its successors and assigns in such capacity, the “Second Lien Notes Collateral Agent”), each other FIRST LIEN COLLATERAL AGENT that is from time to time party hereto and each other SECOND LIEN COLLATERAL AGENT that is from time to time party hereto and acknowledged and agreed to by BIOSCRIP, INC., a Delaware corporation...
Reliance Waivers Etc. 37 7.1 Reliance 37 7.2 No Warranties or Liability 37 7.3 No Waiver of Lien Priorities 38 7.4 Waiver of Liability 39 7.5 Obligations Unconditional 40 SECTION 8. MISCELLANEOUS 40 8.1 Conflicts 40 8.2 Effectiveness; Continuing Nature of this Agreement; Severability 40 8.3 Amendments; Waivers 41 8.4 Information Concerning Financial Condition of the Obligors and its Subsidiaries 42 8.5 Subrogation 42 8.6 Application of Payments 42 8.7 SUBMISSION TO JURISDICTION; WAIVERS 43 8.8 Notices 44 8.9 Further Assurances 44 8.10 CHOICE OF LAW 44 8.11 Binding on Successors and Assigns 44 8.12 Headings 44 8.13 Counterparts 45 8.14 Authorization; Binding Effect on Claimholders 45 8.15 Exclusive Means of Exercising Rights under this Agreement 45
Reliance Waivers Etc. Other than any reliance on the terms of this Agreement, the ABL Facility Collateral Agent, on behalf of itself and the other ABL Facility Secured Parties, acknowledges that it and such ABL Facility Secured Parties, as the case may be, have, independently and without reliance on the Term Loan Collateral Agent or any Term Loan Secured Parties, and based on documents and information deemed by them appropriate, made their own credit analysis and decision to enter into the ABL Facility Documents and be bound by the terms of this Agreement and they will continue to make their own credit decision in taking or not taking any action under the ABL Facility Credit Agreement or this Agreement.
Reliance Waivers Etc. 23 7.1 Reliance...................................................................................... 23 7.2 No Warranties or Liability.................................................................... 24 7.3 No Waiver of Lien Priorities.................................................................. 24
Reliance Waivers Etc. 41 8.1 Reliance 41 8.2 No Warranties or Liability 41 8.3 No Waivers 41 SECTION 9. Obligations Unconditional 41
Reliance Waivers Etc. 12 6.1 Reliance........................................................................... 12 6.2
Reliance Waivers Etc. 7.1 Reliance Other than any reliance on the terms of this Agreement, the First Lien Collateral Agent, on behalf of itself and the First Lien Claimholders under its First Lien Loan Documents, acknowledges that it and such First Lien Claimholders have, independently and without reliance on the Second Lien Collateral Agent or any Second Lien Claimholders, and based on documents and information deemed by them appropriate, made their own credit analysis and decision to enter into such First Lien Loan Documents EXHIBIT L TO FIRST LIEN CREDIT AND GUARANTY AGREEMENT and be bound by the terms of this Agreement and they will continue to make their own credit decision in taking or not taking any action under the First Lien Credit Agreement or this Agreement. The Second Lien Collateral Agent, on behalf of itself and the Second Lien Claimholders, acknowledges that it and the Second Lien Claimholders have, independently and without reliance on the First Lien Collateral Agent or any First Lien Claimholder, and based on documents and information deemed by them appropriate, made their own credit analysis and decision to enter into each of the Second Lien Loan Documents and be bound by the terms of this Agreement and they will continue to make their own credit decision in taking or not taking any action under the Second Lien Loan Documents or this Agreement.
Reliance Waivers Etc. 8.1 [Reserved].
Reliance Waivers Etc. Section 7.01 Reliance 37 Section 7.02 No Warranties or Liability 37 Section 7.03 No Waiver of Lien Priorities 38 Section 7.04 Obligations Unconditional 39
Reliance Waivers Etc. (a) Each of Xxxxxxx and the Indenture Trustee acknowledges and agrees that neither Indenture Trustee nor Xxxxxxx has made any representation or warranty with respect to the execution, validity, legality, completeness, collectability or enforceability of the Loan Documents or the Indenture Documents.
