Examples of Subordinated Lien Collateral in a sentence
The parties hereto agree that it is their intention that the First Lien Collateral and the Subordinated Lien Collateral (other than with respect to Affiliate Securities, if any, and any Specified Hedge Collateral, if any) be identical.
The Company and the other Grantors acknowledge and agree that the value of any payments or distributions in cash, property or other assets received by any Subordinated Lien Collateral Agent or the Subordinated Lien Claimholders that are paid over to the Designated Prior Lien Collateral Agent or the Prior Lien Claimholders pursuant to this Agreement shall not reduce any of the Subordinated Lien Obligations.
Each Subordinated Lien Collateral Agent agrees, on behalf of itself and the applicable Subordinated Lien Secured Parties, that it will not oppose any sale consented to by the ABL Collateral Agent of any Common Collateral pursuant to Section 363(f) of the Bankruptcy Code (or any similar provision under the law applicable to any Insolvency Proceeding) so long as the proceeds of such sale are applied in accordance with this Agreement.
None of the ABL Collateral Agent, any ABL Secured Party, any Subordinated Lien Collateral Agent or any Subordinated Lien Secured Party, as applicable, shall have any obligation whatsoever to the others to assure that the Common Collateral is genuine or owned by the Company, any Grantor or any other Person or to preserve rights or benefits of any Person.
The ABL Collateral Agent represents and warrants to the Subordinated Lien Collateral Agents that it has the requisite power and authority under the ABL Documents to enter into, execute, deliver, and carry out the terms of this Agreement on behalf of itself and the ABL Secured Parties and that this Agreement shall be binding obligations of the ABL Collateral Agent and the ABL Secured Parties, enforceable against the ABL Collateral Agent and the ABL Secured Parties in accordance with its terms.
The ABL Collateral Agent is not and shall not be deemed to be a fiduciary of any kind for any Subordinated Lien Collateral Agent or Subordinated Lien Secured Party, or any other Person.
Except as otherwise expressly set forth in Section 2.1(a), Section 2.2(a), Section 2.3, Section 3.5 and Article 6 of this Agreement, each Subordinated Lien Collateral Agent and Subordinated Lien Secured Party may exercise rights and remedies as an unsecured creditor against the Company or any Subsidiary that has guaranteed the applicable Subordinated Lien Obligations in accordance with the terms of the applicable Subordinated Lien Documents and applicable law.
Each Subordinated Lien Collateral Agent appoints the ABL Collateral Agent, and the ABL Collateral Agent expressly accepts such appointment, to act as agent of each Subordinated Lien Collateral Agent and Subordinated Lien Secured Party under each control agreement with respect to all ABL Controlled Accounts for the purpose of perfecting the respective security interests granted under the CF Security Documents and the Bonds Security Documents, respectively.
The ABL Collateral Agent shall give written notice of such amendment, waiver or consent (along with a copy thereof) to each Subordinated Lien Collateral Agent; provided, however, that the failure to give such notice shall not affect the effectiveness of such amendment with respect to the provisions of any Subordinated Lien Security Document as set forth in this Section 5.2(a).
Each Subordinated Lien Collateral Agent, on behalf of itself and the applicable Subordinated Lien Secured Parties, agrees not to seek relief from the automatic stay or any other stay in any Insolvency Proceeding in respect of any portion of the Common Collateral without the ABL Collateral Agent’s express written consent.