Common use of Priority of Liens Clause in Contracts

Priority of Liens. (a) Notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties in respect of all or any portion of the Common Collateral or of any Liens granted to any New First Lien Collateral Agent or any New First Lien Secured Parties in respect of all or any portion of the Common Collateral, and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien Collateral Agent (or the ABL Secured Parties or any of the New First Lien Secured Parties) on any Common Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any of the ABL Documents or any of the New First Lien Documents, or (iv) whether the ABL Collateral Agent or any New First Lien Collateral Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Collateral, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and the New First Lien Collateral Agent, on behalf of itself and the New First Lien Secured Parties, hereby agree that:

Priority of Liens. (a) Notwithstanding Subject to the proviso in subclause (b) of Section 4.1, notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection of any Liens granted to the ABL Collateral Agent or the ABL Lenders in respect of all or any portion of the ABL Collateral or of any Liens granted to the Shared Collateral Agents or the Shared Collateral Secured Parties in respect of all or any portion of the Common ABL Collateral or of any Liens granted to any New First Lien Collateral Agent or any New First Lien Secured Parties in respect of all or any portion of the Common Collateral, and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien the Shared Collateral Agent Agents (or ABL Lenders or the ABL Secured Parties or any of the New First Lien Shared Collateral Secured Parties) on in any Common ABL Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any of the ABL Documents or any of the New First Lien Shared Collateral Documents, or (iv) whether the ABL Collateral Agent or any New First Lien the Shared Collateral AgentAgents, in each case, either directly or through agents, holds hold possession of, or has have control over, all or any part of the Common ABL Collateral, the ABL Collateral Agent, on behalf of itself and the ABL Secured PartiesLenders, and the New First Lien Shared Collateral Agent, on behalf of itself and the New First Lien applicable Shared Collateral Secured Parties, hereby agree thatagrees that prior to the Discharge of ABL Obligations:

Priority of Liens. (a) Notwithstanding Subject to the order of application of proceeds set forth in sub-clauses (b) and (c) of Section 4.1 hereof, notwithstanding (i) the date, time, method, manner, or order of grant, attachment, attachment or perfection (including any defect or deficiency or alleged defect or deficiency in any of the foregoing) of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties in respect of all or any portion of the Common Collateral or of any Liens granted to any New First Lien Collateral Agent or any New First Lien the Term Secured Parties in respect of all or any portion of the Common Collateral, Collateral and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien Collateral Term Agent (or the ABL Secured Parties or any of the New First Lien Term Secured Parties) on in any Common Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code Debtor Relief Laws or any other applicable law, or of any of the ABL Documents or any of the New First Lien Term Documents, or (iv) whether the ABL Collateral Agent or any New First Lien Collateral Term Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Collateral, (v) the date on which the ABL Obligations or the Term Obligations are advanced or made available to the Credit Parties, (vi) the fact that any such Liens in favor of the ABL Agent or the ABL Secured Parties or any Term Agent or the Term Secured Parties securing any of the ABL Obligations or Term Obligations, respectively, are (x) subordinated to any Lien securing any obligation of any Credit Party other than the Term Obligations or the ABL Obligations, respectively, or (y) otherwise subordinated, voided, avoided, invalidated or lapsed, or (vii) any other circumstance of any kind or nature whatsoever, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and each of the New First Lien Collateral AgentTerm Agents, on behalf of itself and the New First Lien relevant Term Secured Parties, hereby agree that:

Priority of Liens. (a) Notwithstanding Subject to the provisos in subclauses (b) and (c) of Section 4.1, notwithstanding (i) the date, time, method, manner, or order of grant, attachment, attachment or perfection (including any defect or deficiency or alleged defect or deficiency in any of the foregoing) of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties in respect of all or any portion of the Common Collateral or of any Liens granted to any New First Lien Collateral Agent or any New First Lien the Term Secured Parties in respect of all or any portion of the Common Collateral, Collateral and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien Collateral the Term Agent (or the ABL Secured Parties or any of the New First Lien Term Secured Parties) on in any Common Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code Debtor Relief Laws or any other applicable law, or of any of the ABL Documents or any of the New First Lien Term Documents, or (iv) whether the ABL Collateral Agent or any New First Lien Collateral the Term Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Collateral, (v) the date on which the ABL Obligations or the Term Obligations are advanced or made available to the Credit Parties, (vi) the fact that any such Liens in favor of the ABL Agent or the ABL Lenders or the Term Agent or the Term Lenders securing any of the ABL Obligations or Term Obligations, respectively, are (x) subordinated to any Lien securing any obligation of any Credit Party other than the Term Obligations or the ABL Obligations, respectively, or (y) otherwise subordinated, voided, avoided, invalidated or lapsed, or (vii) any other circumstance of any kind or nature whatsoever, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and the New First Lien Collateral Term Agent, on behalf of itself and the New First Lien Term Secured Parties, hereby agree that:

Priority of Liens. (a) Notwithstanding Subject to the provisos in subclauses (b) and (c) of Section 4.1, notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection (including any defect or deficiency or alleged defect or deficiency in any of the foregoing) of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties Lenders in respect of all or any portion of the Common Collateral or of any Liens granted to any New First Lien Collateral the Term Agent or any New First Lien Secured Parties the Term Lenders in respect of all or any portion of the Common Collateral, Collateral and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien Collateral the Term Agent (or the ABL Secured Parties Lenders or Term Lenders) in any of the New First Lien Secured Parties) on any Common Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any of the ABL Documents or any of the New First Lien Term Documents, or (iv) whether the ABL Collateral Agent or any New First Lien Collateral the Term Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Collateral, (v) the fact that any such Liens in favor of the ABL Agent or the ABL Lenders or the Term Agent or the Term Lenders securing any of the ABL Obligations or Term Obligations, respectively, are (x) subordinated to any Lien securing any obligation of any Credit Party other than the Term Obligations or the ABL Obligations, respectively, or (y) otherwise subordinated, voided, avoided, invalidated or lapsed, or (vi) any other circumstance of any kind or nature whatsoever, the ABL Collateral Agent, on behalf of itself and the ABL Secured PartiesLenders, and the New First Lien Collateral Term Agent, on behalf of itself and the New First Lien Secured PartiesTerm Lenders, hereby agree that:

Priority of Liens. (a) Notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties in respect of all or any portion of the Common Intercreditor Collateral or of any Liens granted to any New First Lien the CF Collateral Agent or any New First Lien CF Secured Parties in respect of all or any portion of the Common Intercreditor Collateral, and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien the CF Collateral Agent (or the ABL Secured Parties or any of the New First Lien CF Secured Parties) on any Common Intercreditor Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any of the ABL Documents or any of the New First Lien CF Documents, or (iv) whether the ABL Collateral Agent or any New First Lien the CF Collateral Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Intercreditor Collateral, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and the New First Lien CF Collateral Agent, on behalf of itself and the New First Lien CF Secured Parties, hereby agree that:

Priority of Liens. (a) Notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties in respect of all or any portion of the Common Intercreditor Collateral or of any Liens granted to any New First Lien the Notes Collateral Agent or any New First Lien Notes Secured Parties in respect of all or any portion of the Common Intercreditor Collateral, and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien the Notes Collateral Agent (or the ABL Secured Parties or any of the New First Lien Notes Secured Parties) on any Common Intercreditor Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any of the ABL Documents or any of the New First Lien Notes Documents, or (iv) whether the ABL Collateral Agent or any New First Lien the Notes Collateral Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Intercreditor Collateral, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and the New First Lien Notes Collateral Agent, on behalf of itself and the New First Lien Notes Secured Parties, hereby agree that:

Priority of Liens. (a) Notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties in respect of all or any portion of the Common Collateral or of any Liens granted to any New First Subordinated Lien Collateral Agent or any New First Subordinated Lien Secured Parties in respect of all or any portion of the Common Collateral, and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Subordinated Lien Collateral Agent (or the ABL Secured Parties or any of the New First Subordinated Lien Secured Parties) on any Common Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any of the ABL Documents or any of the New First Subordinated Lien Documents, or (iv) whether the ABL Collateral Agent or any New First Subordinated Lien Collateral Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Collateral, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and the New First Lien CF Collateral Agent, on behalf of itself the CF Secured Parties and the New First Lien Bonds Collateral Agent, on, on behalf of itself and the Bonds Secured Parties, hereby agree that:

Priority of Liens. (a) Notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties in respect of all or any portion of the Common Collateral or of any Liens granted to any New First Lien the Term Collateral Agent or any New First Lien Term Loan Secured Parties in respect of all or any portion of the Common Collateral, and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien the Term Collateral Agent (or the ABL Secured Parties or any of the New First Lien Term Loan Secured Parties) on any Common Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code Code, any other Bankruptcy Law or any other applicable law, or of any of the ABL Documents or any of the New First Lien Term Loan Documents, or (iv) whether the ABL Collateral Agent or any New First Lien the Term Collateral Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Collateral, or (v) any defect or deficiencies in, or failure to perfect, or any avoidance, invalidation or subordination by any third party or court of competent jurisdiction, of the Liens securing the ABL Obligations or Term Loan Obligations or any other circumstance whatsoever, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and the New First Lien Term Collateral Agent, on behalf of itself and the New First Lien Term Loan Secured Parties, hereby agree that:

Priority of Liens. (a) Notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties in respect of all or any portion of the Common Intercreditor Collateral or of any Liens granted to any New First Lien the CF Collateral Agent or any New First Lien CF Secured Parties in respect of all or any portion of the Common Intercreditor Collateral, and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien the CF Collateral Agent (or the ABL Secured Parties or any of the New First Lien CF Secured Parties) on any Common Intercreditor Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any of the ABL Documents or any of the New First Lien CF Documents, or (iv) whether the ABL Collateral Agent or any New First Lien the CF Collateral Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common CollateralIntercreditor Colla- teral, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and the New First Lien CF Collateral Agent, on behalf of itself and the New First Lien CF Secured Parties, hereby agree that:

Priority of Liens. (a) Notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection of any Liens granted to the ABL Collateral Agent or the ABL Secured Parties in respect of all or any portion of the Common Intercreditor Collateral or of any Liens granted to any New First Lien Collateral Agent Junior Priority Representative or any New First Lien Secured Junior Priority Debt Parties in respect of all or any portion of the Common Intercreditor Collateral, and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL Collateral Agent or any New First Lien Collateral Agent Junior Priority Representative (or the ABL Secured Parties or any of the New First Lien Secured Junior Priority Debt Parties) on any Common Intercreditor Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any of the ABL Documents or any of the New First Lien Junior Priority Debt Documents, or (iv) whether the ABL Collateral Agent or any New First Lien Collateral AgentJunior Priority Representative, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Intercreditor Collateral, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and the New First Lien Collateral Agenteach Junior Priority Representative, on behalf of itself and the New First Lien its Related Secured Parties, hereby agree that:

Priority of Liens. (a) Notwithstanding (i) the date, time, method, manner, or order of grant, attachment, or perfection of any Liens granted to the ABL First Lien Collateral Agent or the ABL First Lien Secured Parties in respect of all or any portion of the Common Collateral or of any Liens granted to any New First Subordinated Lien Collateral Agent or any New First Subordinated Lien Secured Parties in respect of all or any portion of the Common Collateral, and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of the ABL First Lien Collateral Agent or any New First Subordinated Lien Collateral Agent (or the ABL First Lien Secured Parties or any of the New First Subordinated Lien Secured Parties) on any Common Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any of the ABL First Lien Documents or any of the New First Subordinated Lien Documents, or (iv) whether the ABL First Lien Collateral Agent or any New First Subordinated Lien Collateral Agent, in each case, either directly or through agents, holds possession of, or has control over, all or any part of the Common Collateral, the ABL Collateral Agent, on behalf of itself and the ABL Secured Parties, and the New First Lien Collateral Agent, on behalf of itself and the New First Lien Secured Parties, the Second Lien Collateral Agent, on behalf of itself the Second Lien Secured Parties and the Third Lien Collateral Agent, on behalf of itself and the Third Lien Secured Parties, hereby agree that: