Common use of Actions Under Security Documents Clause in Contracts

Actions Under Security Documents. Subject to the provisions of this Article 10, the Agent shall take any action under or with respect to the Security Documents which is requested by the Lenders and which is not inconsistent with or contrary to the provisions of this Agreement or the other Loan Documents. The Agent shall, subject in all cases to the provisions of this Article 10, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Security Documents or any of them in accordance with any written instructions received from the Lenders. The Agent shall have the right to decline to follow any such direction if the Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement or the Security Documents, may not lawfully be taken or would involve it in personal liability, and the Agent shall not be required to take any such action unless it shall have been provided an indemnity satisfactory to it against the costs, expenses and liabilities which may be incurred by it in compliance with such direction. The Agent may rely on any such direction given to it by the Lenders and shall be fully protected, and shall under no circumstances (absent the gross negligence and willful misconduct of the Agent) be liable to the Borrower, the Guarantor, any holder of any Note or any other Person for taking or refraining from taking action in accordance therewith. Absent written instructions from the Lenders, in the case of an emergency in order to protect any of the Collateral, the Agent may take (but shall have no obligation to take) any and all such actions under the Security Documents or any of them or otherwise as it shall deem to be in the best interests of the Lenders. Except as provided in the preceding sentence, in the absence of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the Lenders, the Agent shall not exercise remedies available to it under any Security Documents with respect to the Collateral or any part thereof.

Actions Under Security Documents. Subject to the provisions of this Article 10, the Agent shall take any action under or with respect to the Security Documents which is requested by the Lenders Requisite Party and which is request shall not be inconsistent with or contrary to this Agreement; provided that the provisions Collateral Agent shall not amend or waive any provision of this Agreement or the other Loan DocumentsSecurity Documents except in accordance with Section 9 hereof. The Collateral Agent shall, subject in all cases to the provisions of this Article 10Section 5 hereof, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Security Documents or any of them in accordance with any written instructions received from the LendersRequisite Party. The Collateral Agent shall have the right to decline to follow any such direction if the Collateral Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement Agreement, the Security Documents or the Security Credit Documents, may not lawfully be taken taken, might jeopardize its rights with respect to the Collateral, or would involve subject it in to personal liability, and the Collateral Agent shall not be required to take any such action unless it shall have any indemnity which is required hereunder in respect of such action has been provided an indemnity satisfactory provided. Subject to it against Section 5 hereof, the costs, expenses and liabilities which may be incurred by it in compliance with such direction. The Collateral Agent may rely on any such written direction given to it by the Lenders Requisite Party and shall be fully protected, and shall under no circumstances (absent the gross negligence and or willful misconduct of the Collateral Agent) be liable to the Borrower, the GuarantorBorrowers, any holder of any Note Secured Obligations or any other Person for taking or refraining from taking action in accordance therewith. Absent written instructions from the Lenders, in the case of an emergency in order to protect any of the Collateral, the Agent may take (but shall have no obligation to take) any and all such actions under the Security Documents or any of them or otherwise as it shall deem to be in the best interests of the Lenders. Except as provided in the preceding sentence, in In the absence of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the LendersRequisite Party, the Collateral Agent shall not exercise remedies available to it under any Security Documents with respect to the Collateral or any part thereof.

Actions Under Security Documents. The Collateral Agent shall not be obligated to take any action under this Agreement or any of the Security Documents except for the performance of such duties as are specifically set forth herein or therein or as may be requested in writing by each of the Agent, the ECF Party and the Trustee, it being agreed that no implied duties or obligations shall be read into this Agreement against the Collateral Agent. Subject to the provisions of this Article 10Section 5.3(e) hereof, the Collateral Agent shall take any action under or with respect to the Security Documents which is requested by the Lenders and Requisite Party which is request shall not be inconsistent with or contrary to this Agreement; provided that the provisions Collateral Agent shall not amend or waive any provision of this Agreement or the other Loan DocumentsSecurity Documents except in accordance with Section 9 hereof. The Collateral Agent shall, subject in all cases to the provisions of this Article 10Section 5.3(e) hereof, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Security Documents or any of them in accordance with any written instructions received from the LendersRequisite Party. The Collateral Agent shall have the right to decline to follow any such direction if the Collateral Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement or the Security DocumentsAgreement, may not lawfully be taken violate any statute, rule or would involve it in personal liabilityregulation applicable to the Collateral Agent, or might jeopardize its rights with respect to the Collateral after the occurrence of a Notice of Actionable Default or an Insolvency Proceeding, and the Collateral Agent shall not be required to take any such action unless any indemnity to which it shall may have a right hereunder in respect of such action has been provided an indemnity in form and substance satisfactory to it against the costsCollateral Agent. Subject to Section 5.3 hereof, expenses and liabilities which may be incurred by it in compliance with such direction. The the Collateral Agent may rely on any such written direction given to it by the Lenders Requisite Party and shall be fully protected, and shall under no circumstances (absent the gross negligence and or willful misconduct of the Collateral Agent) be liable to the Borrower, the GuarantorBorrowers, any holder of any Note Secured Obligations or any other Person for taking or refraining from taking action in accordance therewith. Absent written instructions from the Lenders, in the case of an emergency in order to protect any of the Collateral, the Agent may take (but shall have no obligation to take) any and all such actions under the Security Documents or any of them or otherwise as it shall deem to be in the best interests of the Lenders. Except as provided in the preceding sentence, in In the absence of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the LendersRequisite Party, the Collateral Agent shall not exercise remedies available to it under any Security Documents with respect to the Collateral or any part thereof.

Actions Under Security Documents. The Collateral Agent shall not have any duties or obligation under, and shall not be obligated to take any action under, this Agreement or any of the Security Documents except for the performance of such duties as are specifically set forth herein or therein. No implied duties shall be read into this Agreement or any of the Security Documents on the part of the Collateral Agent. Subject to the provisions of this Article 10Section 3 and Section 5 hereof, the Collateral Agent shall take any action under or with respect to the Security Documents which is requested by the Lenders Required Holders or, if after the occurrence of an Actionable Default, the Demand Holders, and which is not inconsistent with or contrary to the provisions of this Agreement or the Credit Documents; PROVIDED that the Collateral Agent shall not amend or waive any provision of the Security Documents except in accordance with Section 9 hereof. The Collateral Agent shall give notice to each of the Exchanging Holders: (a) upon receipt of a Notice of Actionable Default or cancellation of any Notice of Actionable Default, (b) upon receipt of a written notice of a default under any security document pursuant to which the Companies have granted a lien to a lender other than to the Senior Lender under the Senior Loan Agreement or the Exchanging Holders and (c) in the event the Collateral Agent elects to waive a material delivery requirement under the Security Documents. The At any time when a Notice of Actionable Default shall have been given and shall be outstanding, the Collateral Agent shall, subject in all cases to the provisions of this Article 10Section 3 and Section 5 hereof, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Security Documents or any of them in accordance with any specific written instructions received from the LendersDemand Holders. The Demand Holders may direct the time, method and place of conducting any proceeding for any right or remedy available to the Collateral Agent, or of exercising any trust or power conferred on the Collateral Agent, or for the appointment of a receiver, or to direct the taking or refraining from taking of any action authorized by this Agreement or any Security Document; provided that such direction shall not conflict with any provision of law or this Agreement. The Collateral Agent shall have the right to decline to follow any such direction if the Collateral Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement Agreement, the Security Documents or the Security other Credit Documents, may not lawfully be taken or would involve it in personal liability. Notwithstanding any term hereof or in any Security Agreement to the contrary, and the Collateral Agent shall not in any instance be required to take any such action pursuant to this Agreement or any of the Security Documents (whether at the direction of Demand Holders or otherwise) that it reasonably determines may cause it to incur or risk any cost, expense or liability for which it is not adequately indemnified, unless it shall have been satisfactory indemnity is provided an indemnity satisfactory to it against it. Subject to Section 5 hereof, the costs, expenses and liabilities which may be incurred by it in compliance with such direction. The Collateral Agent may rely on any such direction given to it by the Lenders Demand Holders and shall be fully protected, and shall under no circumstances (absent the gross negligence and willful misconduct of the Collateral Agent) be liable to the Borrower, the GuarantorCompanies, any holder of any Note Secured Obligations or any other Person for taking or refraining from taking action in accordance therewith. Absent written instructions from the Lenders, Demand Holders at a time when a Notice of Actionable Default shall be outstanding or from the Required Holders in the case of an emergency in order to protect any of the Collateral, the Collateral Agent may take (take, but shall have no obligation to take) , any and all such actions under the Security Documents or any of them or otherwise as it shall deem to be in the best interests of the Lenders. Except as provided in Exchanging Holders and shall give notice to each of the preceding sentence, in the absence Exchanging Holders of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the Lenders, the Agent shall not exercise remedies available to it under any Security Documents with respect to the Collateral or any part thereofsuch actions taken.

Actions Under Security Documents. (a) The Collateral Agent shall not be obligated to take any action under this Agreement or any of the Security Documents except for the performance of such duties as are specifically set forth herein or therein, it being the intention of the parties hereto that the obligations of the Collateral Agent under this Agreement and the Security Documents are ministerial in nature and that the Collateral Agent shall not be required to exercise any discretion hereunder or thereunder. Prior to taking any action hereunder or under any Security Document that would otherwise require the Collateral Agent to exercise any discretion, the Collateral Agent shall be entitled to seek the direction of the Secured Creditors' Representatives and shall be fully protected in acting in accordance with such direction, except to the extent this Agreement or the Security Documents authorize or require the Collateral Agent to act on the basis of the direction of any other Person or Persons. Subject to the provisions of Section 3 and this Article 10Section 4, (i) the Collateral Agent shall take any action under or with respect to the Security Documents which that is requested by the Lenders Secured Creditors' Representatives in accordance with the provisions of Section 4.3 and which is not inconsistent with with, or contrary to to, the provisions of this Agreement or Agreement, the other Loan Documents. The Agent shallIndentures, subject in all cases to the provisions of this Article 10Notes, exercise or refrain from exercising all such rightsthe Debentures, powers and remedies as shall be available to it under the Security Documents Bank Credit Facility or any of them in accordance with any written instructions received from Security Document and (ii) the Lenders. The Agent shall have the right to decline to follow any such direction if the Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement or the Security Documents, may not lawfully be taken or would involve it in personal liability, and the Agent shall not be required to take any such action unless it shall have been provided an indemnity satisfactory to it against the costs, expenses and liabilities which may be incurred by it in compliance with such direction. The Collateral Agent may rely on any such direction given to it by the Lenders and shall be fully protectedtake, and shall under no circumstances (absent the gross negligence and willful misconduct of the Agent) be liable to the Borrower, the Guarantor, any holder of any Note or any other Person for taking or refraining from taking action in accordance therewith. Absent written instructions from the Lenders, in the case of an emergency in order to protect any of the Collateral, the Agent may take (but shall have no obligation to take) , any and all such actions under the Security Documents or any of them or otherwise as it shall deem to be in the best interests of the Lenders. Except Secured Creditors in order to maintain the Shared Collateral and protect and preserve the Shared Collateral and the rights of the Secured Creditors; provided, however, that, except as provided in the preceding sentence, in the absence of written instructions paragraph (which may relate to the exercise of specific remedies or to the exercise of remedies in generalb) from the Lendersbelow, the Collateral Agent shall not foreclose any Lien on the Shared Collateral or exercise any other remedies available to it under any Security Documents Document with respect to the Shared Collateral or any part thereof.

Actions Under Security Documents. (i) The Collateral Agent shall not be obligated to take any action under this Agreement or any of the Intercreditor Security Documents except for the performance of such duties as are specifically set forth herein or therein. Subject to the provisions of this Article 10Section 4, the Collateral Agent shall take any action under or with respect to the Intercreditor Security Documents which is requested by the Lenders Directing Parties and which is not inconsistent with or contrary to the provisions of this Agreement or the other Loan Intercreditor Security Documents. The At any time when a Notice of Actionable Event of Default shall have been given and shall be outstanding, the Collateral Agent shall, subject in all cases to the provisions of this Article 10Section 4, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Intercreditor Security Documents or any of them in accordance with any written instructions received from the Lenders. The Agent shall have the right to decline to follow any such direction if the Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement or the Security Documents, may not lawfully be taken or would involve it in personal liability, and the Agent shall not be required to take any such action unless it shall have been provided an indemnity satisfactory to it against the costs, expenses and liabilities which may be incurred by it in compliance with such direction. The Agent may rely on any such direction given to it by the Lenders and shall be fully protected, and shall under no circumstances (absent the gross negligence and willful misconduct of the Agent) be liable to the Borrower, the Guarantor, any holder of any Note or any other Person for taking or refraining from taking action in accordance therewithDirecting Parties. Absent written instructions from the Lenders, in the case of an emergency in order to protect any of the CollateralDirecting Parties, the Collateral Agent may take (take, but shall have no obligation to take) , any and all such actions under the Intercreditor Security Documents or any of them or otherwise as it shall deem to be in the best interests of the Lenders. Except Creditors in order to maintain the Collateral and protect and preserve the Collateral and the rights of the Creditors; provided that, except as provided in the preceding sentenceparagraph (ii) below, in the absence of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the Lenders, Directing Parties the Collateral Agent shall not foreclose any Lien on the Collateral or exercise any other remedies available to it under any Intercreditor Security Documents with respect to the Collateral or any part thereof. Absent contrary instructions from the Directing Parties, the Collateral Agent shall take reasonable measures to maintain the perfection of the security interests in the Collateral granted pursuant to the Intercreditor Security Documents.

Actions Under Security Documents. The Collateral Agent shall not be obligated to take any action under this Agreement or any of the Security Documents except for the performance of such duties as are specifically set forth herein or therein. Subject to the provisions of this Article 10Section and Section 6 hereof, the Collateral Agent shall take any action under or with respect to the Security Documents which is requested by the Lenders Required Secured Parties and which is not inconsistent with or contrary to the provisions of this Agreement or the other Loan Credit Documents. The At any time when a Notice of Actionable Default shall have been given and shall be outstanding, the Collateral Agent shall, subject in all cases to the provisions of this Article 10Section 6 hereof, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Security Documents or any of them in accordance with any written instructions received from the LendersRequired Secured Parties. The Collateral Agent shall have the right to decline to follow any such direction if the Collateral Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement Agreement, the Security Documents or the Security Credit Documents, may not lawfully be taken or would involve it in personal liability, and the Collateral Agent shall not be required to take any such action unless it shall have any indemnity which is required hereunder in respect of such action has been provided an indemnity satisfactory provided. Subject to it against Section 6 hereof, the costs, expenses and liabilities which may be incurred by it in compliance with such direction. The Collateral Agent may rely on any such direction given to it by the Lenders Required Secured Parties and shall be fully protected, and shall under no circumstances (absent the gross negligence and willful misconduct of the Collateral Agent) be liable to the BorrowerCompany, the Guarantorany Guaranty Subsidiary, any holder of any Note Secured Obligations or any other Person for taking or refraining from taking action in accordance therewith. Absent written instructions from the Lenders, Required Secured Parties (a) at a time when a Notice of Actionable Default shall be outstanding or (b) in the case of an emergency in order to protect any of the Collateral, the Collateral Agent may take (take, but shall have no obligation to take) , any and all such actions under the Security Documents or any of them or otherwise as it shall deem to be in the best interests of the LendersSecured Parties. Except as provided in the preceding sentencesentence and in the last sentence of Section 6.3(d), in the absence of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the LendersRequired Secured Parties, the Collateral Agent shall not exercise remedies available to it under any Security Documents with respect to the Collateral or any part thereof.

Actions Under Security Documents. The Collateral Agent shall not have any duties or obligation under, and shall not be obligated to take any action under, this Agreement or any of the Security Documents except for the performance of such duties as are specifically set forth herein or therein. No implied duties shall be read into this Agreement or any of the Security Documents on the part of the Collateral Agent. Subject to the provisions of this Article 10Section 3 and Section 5 hereof, the Collateral Agent shall take any action under or with respect to the Security Documents which is requested by the Lenders Required Noteholders or, if after the occurrence of an Actionable Default, the Demand Noteholders, and which is not inconsistent with or contrary to the provisions of this Agreement or the Credit Documents; PROVIDED that the Collateral Agent shall not amend or waive any provision of the Security Documents except in accordance with Section 9 hereof. The Collateral Agent shall give notice to each of the Noteholders: (a) upon receipt of a Notice of Actionable Default or cancellation of any Notice of Actionable Default, (b) upon receipt of a written notice of a default under any security document pursuant to which the Companies have granted a lien to a lender other than to the Senior Lender under the Senior Loan Agreement or the Noteholders and (c) in the event the Collateral Agent elects to waive a material delivery requirement under the Security Documents. The At any time when a Notice of Actionable Default shall have been given and shall be outstanding, the Collateral Agent shall, subject in all cases to the provisions of this Article 10Section 3 and Section 5 hereof, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Security Documents or any of them in accordance with any specific written instructions received from the LendersDemand Noteholders. The Required Noteholders may direct the time, method and place of conducting any proceeding for any right or remedy available to the Collateral Agent, or of exercising any trust or power conferred on the Collateral Agent, or for the appointment of a receiver, or to direct the taking or refraining from taking of any action authorized by this Agreement or any Security Document; provided that such direction shall not conflict with any provision of law or this Agreement. The Collateral Agent shall have the right to decline to follow any such direction if the Collateral Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement Agreement, the Security Documents or the Security other Credit Documents, may not lawfully be taken or would involve it in personal liability. Notwithstanding any term hereof or in any Security Agreement to the contrary, and the Collateral Agent shall not in any instance be required to take any such action pursuant to this Agreement or any of the Security Documents (whether at the direction of the Demand Noteholders or otherwise) that it reasonably determines may cause it to incur or risk any cost, expense or liability for which it is not adequately indemnified, unless it shall have been satisfactory indemnity is provided an indemnity satisfactory to it against it. Subject to Section 5 hereof, the costs, expenses and liabilities which may be incurred by it in compliance with such direction. The Collateral Agent may rely on any such direction given to it by the Lenders Demand Noteholders and shall be fully protected, and shall under no circumstances (absent the gross negligence and willful misconduct of the Collateral Agent) be liable to the Borrower, the GuarantorCompanies, any holder of any Note Secured Obligations or any other Person for taking or refraining from taking action in accordance therewith. Absent written instructions from the Lenders, Demand Noteholders at a time when a Notice of Actionable Default shall be outstanding or the Required Holders in the case of an emergency in order to protect any of the Collateral, the Collateral Agent may take (take, but shall have no obligation to take) , any and all such actions under the Security Documents or any of them or otherwise as it shall deem to be in the best interests of the Lenders. Except as provided in Noteholders and shall give notice to each of the preceding sentence, in the absence Noteholders of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the Lenders, the Agent shall not exercise remedies available to it under any Security Documents with respect to the Collateral or any part thereofsuch actions taken.

Actions Under Security Documents. The Collateral Agent shall not be obligated to take any action under this Agreement or any of the Security Documents except for the performance of such duties as are specifically set forth herein or therein. Subject to the provisions of this Article 10§5 hereof, the Collateral Agent shall take any action under or with respect to the Security Documents which is requested by the Lenders all Requisite Parties and which is not inconsistent with or contrary to the provisions of this Agreement or the other Loan Credit Documents; provided that the Collateral Agent shall not amend or waive any provision of the Security Documents except in accordance with §9 hereof. The At any time when a Notice of Actionable Default shall have been given and shall be outstanding, the Collateral Agent shall, subject in all cases to the provisions of this Article 10§5 hereof, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Security Documents or any of them in accordance with any written instructions received from all Requisite Parties. Notwithstanding the Lendersforegoing or anything else to the contrary set forth in this Agreement, if a Notice of Actionable Default has been delivered to the Secured Party Representatives and is outstanding and if the Requisite Party that delivered such Notice of Actionable Default or the Collateral Agent has requested in writing that the other Requisite Party provide instructions to the Collateral Agent as to the actions to be taken under the Security Documents and such other Requisite Party fails to provide any such instructions within thirty (30) days of such request, then the Requisite Party that delivered the Notice of Actionable Default, acting by itself, may instruct the Collateral Agent regarding the actions to be taken under the Security Documents, and such instructions shall be deemed to be the instructions of all Requisite Parties for all purposes under this Agreement. The Collateral Agent shall have the right to decline to follow any such direction if the Collateral Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement Agreement, the Security Documents or the Security other Credit Documents, may not lawfully be taken or would involve it in personal liability, and the Collateral Agent shall not be required to take any such action unless it shall have any indemnity which is required hereunder in respect of such action has been provided an indemnity satisfactory provided. Subject to it against §5 hereof, the costs, expenses and liabilities which may be incurred by it in compliance with such direction. The Collateral Agent may rely on any such direction given to it by the Lenders Requisite Parties and shall be fully protected, and shall under no circumstances (absent the gross negligence and willful misconduct of the Collateral Agent) be liable to the Borrower, the GuarantorBorrowers, any holder of any Note Secured Obligations or any other Person for taking or refraining from taking action in accordance therewith. Absent written instructions from the Lenders, Requisite Parties (i) at a time when a Notice of Actionable Default shall be outstanding or (ii) in the case of an emergency in order to protect any of the Collateral, the Collateral Agent may take (take, but shall have no obligation to take) , any and all such actions under the Security Documents or any of them or otherwise as it shall deem to be in the best interests of the LendersSecured Parties. Except as provided in the preceding sentencesentence and in the last sentence of §3.1(d), in the absence of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the LendersRequisite Parties, the Collateral Agent shall not exercise remedies available to it under any Security Documents with respect to the Collateral or any part thereof.

Actions Under Security Documents. (a) The Collateral Agent shall not be obligated to take any action under this Agreement or any of the Security Documents except for the performance of such duties as are specifically set forth herein or therein. Subject to the provisions of this Article 10Sections 6.3 and 6.4, the Collateral Agent shall take any action under or with respect to the Security Documents which is requested by the Lenders Directing Party and which is not inconsistent with or contrary to the provisions of this Agreement or the other Loan DocumentsOperative Agreements. The At any time when a Notice of Secured Obligation Payment Default shall have been given and shall be outstanding, the Collateral Agent shall, subject in all cases to the provisions of this Article 10Sections 6.3 and 6.4, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Security Documents or any of them in accordance with any written instructions received from the Lenders. The Agent shall have the right to decline to follow any such direction if the Agent, being advised by counsel, determines that the directed action is not permitted by the terms of this Agreement or the Security Documents, may not lawfully be taken or would involve it in personal liability, and the Agent shall not be required to take any such action unless it shall have been provided an indemnity satisfactory to it against the costs, expenses and liabilities which may be incurred by it in compliance with such direction. The Agent may rely on any such direction given to it by the Lenders and shall be fully protected, and shall under no circumstances (absent the gross negligence and willful misconduct of the Agent) be liable to the Borrower, the Guarantor, any holder of any Note or any other Person for taking or refraining from taking action in accordance therewithDirecting Party. Absent written instructions from the Lenders, in the case of an emergency in order to protect any of the CollateralDirecting Party, the Collateral Agent may take (take, but shall have no obligation to take) , any and all such actions under the Security Documents or any of them or otherwise as it shall deem to be in the best interests of the Lenders. Except Secured Creditors in order to maintain the Collateral and protect and preserve the Collateral and the rights of the Secured Creditors; PROVIDED that, except as provided in the preceding sentenceparagraph (b) below, in the absence of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the Lenders, Directing Party the Collateral Agent shall not foreclose any Lien on the Collateral or exercise any other remedies available to it under any Security Documents with respect to the Collateral or any part thereof.