Common use of Appointment as Collateral Agent Clause in Contracts

Appointment as Collateral Agent. The Lender Agent and each Permitted Secured Debt Representative executing and acknowledging this Agreement hereby appoints (and/or confirms the appointment of), and each Other Permitted Credit Exposure Holder and future Permitted Secured Debt Representative that has signed an acknowledgment to the Original Intercreditor Agreement, the Amended and Restated Intercreditor Agreement or the Second Amended and Restated Intercreditor Agreement, or that signs this Agreement or an acknowledgment hereto, by such signing, and the Existing Holdings Senior Notes Trustee pursuant to the Existing Holdings Senior Notes Indenture or by having signed an acknowledgment to a Predecessor Intercreditor Agreement, appoints (and/or confirms the appointment of) Deutsche Bank Trust Company Americas to serve as collateral agent and representative of each such Secured Party under each of the Collateral Documents and the Loan Guaranties (in such capacity, together with its successors in such capacity, the “Collateral Agent”) and authorizes Collateral Agent to act as agent for the Secured Parties for the purpose of executing and delivering, on behalf of all such Secured Parties, the Pledge Agreement and, on behalf of the Lender Agent, the Other Permitted Credit Exposure Holders and the Permitted Secured Debt Representatives (the “Senior Secured Parties”), the Security Agreement, the Loan Guaranties (in each case as applicable) and any other documents or instruments related to any of the foregoing or necessary to perfect the same and, subject to the provisions of this Agreement, for the purpose of enforcing the Secured Parties’ rights in respect of the Domestic Collateral and the obligations of the Grantors under the Collateral Documents and obligations of the Loan Guarantors under the Loan Guaranties.

Appointment as Collateral Agent. The Lender Bank Agent and the Second Priority Notes Trustee each Permitted Secured Debt Representative executing hereby irrevocably and acknowledging this Agreement hereby appoints (and/or confirms the appointment of)unconditionally appoints, and each Other Permitted Credit Exposure Holder Bank Related Hedging Exchanger, Bank Related Overdraft Exchanger, Additional First Priority Indebtedness Representative and future Permitted Secured Debt Additional Second Priority Indebtedness Representative that has signed an acknowledgment to the Original Intercreditor Agreement, the Amended and Restated Intercreditor Agreement or the Second Amended and Restated Intercreditor Agreement, or that signs this Agreement or signing an acknowledgment hereto, by such signing, irrevocably and the Existing Holdings Senior Notes Trustee pursuant to the Existing Holdings Senior Notes Indenture or by having signed an acknowledgment to a Predecessor Intercreditor Agreementunconditionally appoints, appoints (and/or confirms the appointment of) Deutsche Bank Trust Company Americas AG, New York Branch to serve as collateral agent and representative of each such Secured Party Creditor under each of the Collateral Security Documents and the Loan Guaranties (in such capacity, together with its successors in such capacity, the “"Collateral Agent”") and irrevocably and unconditionally authorizes the Collateral Agent to act as agent for the Secured Parties Creditors for the purpose of executing and delivering, on behalf of all such Secured Parties, the Pledge Agreement and, on behalf of the Lender Agent, the Other Permitted Credit Exposure Holders and the Permitted Secured Debt Representatives (the “Senior Secured Parties”)Creditors, the Security Agreement, the Loan Guaranties (in each case as applicable) Documents and any other documents or instruments related to any thereto or necessary or, as determined by the Collateral Agent (acting on the instructions of the foregoing or necessary Requisite Obligees (as defined below)), desirable to perfect the same Liens granted to the Collateral Agent thereunder and, subject to the provisions of this Agreement, for the purpose of enforcing the Secured Parties’ Creditors' rights in respect of the Domestic Collateral and the obligations of the Grantors Pledgors under the Collateral Documents Security Documents, and for the purpose of, or in connection with, releasing the obligations of the Loan Guarantors Pledgors under the Loan GuarantiesSecurity Documents. Without limiting the generality of the foregoing, the Collateral Agent is further hereby appointed as agent for each of the Secured Creditors to hold the Liens on the Collateral granted pursuant to the Security Documents with, subject to Section 3, sole authority to exercise remedies under the Security Documents. The Collateral Agent is hereby authorized to act as mortgagee under all mortgages, beneficiary under all deeds of trust and as Secured Creditor under all security agreements and pledge agreements and each other Security Document and to follow the instructions provided to it under this Agreement.

Appointment as Collateral Agent. The Lender Agent and each Permitted Secured Debt Representative executing and acknowledging this Agreement hereby appoints (and/or confirms the appointment of), and each Other Permitted Credit Exposure Holder listed on the signature pages hereof each hereby appoints, and future Permitted Secured each Interest Rate Exchanger, Currency Exchanger, New Senior Debt Representative, Refinancing Senior Debt Representative that has signed an acknowledgment to the Original Intercreditor Agreementand New Junior Debt Representative signing, the Amended and Restated Intercreditor Agreement or the Second Amended and Restated Intercreditor Agreement, or that signs this Agreement or an acknowledgment hereto, by such signing, signing and the each Existing Holdings Senior Notes Note Trustee by signing an acknowledgement hereto or pursuant to the an Existing Holdings Senior Notes Indenture Note Supplemental Indenture, by such signing or by having signed an acknowledgment pursuant to a Predecessor Intercreditor Agreementsuch indenture, appoints (and/or confirms the appointment of) Deutsche Bank Bankers Trust Company Americas to serve as collateral agent and representative of each such Secured Party under each of the Collateral Documents and the Loan Guaranties (in such capacity, together with its successors in such capacity, the “Collateral Agent”"COLLATERAL AGENT") and authorizes the Collateral Agent to act as agent for the Secured Parties for the purpose of executing and delivering, on behalf of all such Secured Parties, the Pledge Agreement and, on behalf of the Lender Agent, the Other Permitted Credit Exposure Holders and Holders, the Permitted Secured Interest Rate Exchangers, the Currency Exchangers, the New Senior Debt Representatives (the “"SENIOR SECURED Parties") and the Existing Senior Secured Parties”)Note Trustees, the Security Agreement, the Mortgages, the Loan Guaranties (in each case as applicable) and any other documents or instruments related to any of the foregoing thereto or necessary to perfect the same and, subject to the provisions of this Agreement, for the purpose of enforcing the Secured Parties’ ' rights in respect of the Domestic Collateral and the obligations of the Grantors under the Collateral Documents and obligations of the Loan Guarantors under the Loan Guaranties.

Appointment as Collateral Agent. The Lender Agent Trustee hereby irrevocably and each Permitted Secured Debt Representative executing and acknowledging this Agreement hereby appoints (and/or confirms the appointment of)unconditionally appoints, and each Other Permitted Credit Exposure Holder Interest Hedge Secured Party irrevocably and future Permitted Secured Debt Representative that has signed an acknowledgment to the Original Intercreditor Agreementunconditionally appoints, the Amended and Restated Intercreditor Agreement or the Second Amended and Restated Intercreditor Agreement, or that signs this Agreement or an acknowledgment hereto, by such signing, and the Existing Holdings Senior Notes Trustee pursuant to the Existing Holdings Senior Notes Indenture or by having signed an acknowledgment to a Predecessor Intercreditor Agreement, appoints (and/or confirms the appointment of) Deutsche The Bank Trust Company Americas of New York to serve as security trustee, collateral agent and representative of each such Secured Party under each of the Collateral Security Documents and the Loan Guaranties (in such capacity, together with its successors in such capacity, the “Collateral Agent”) and irrevocably and unconditionally authorizes the Collateral Agent to act as agent for the Secured Parties for the purpose of executing and delivering, on behalf of all such Secured Parties, the Pledge Agreement and, on behalf of the Lender Agent, the Other Permitted Credit Exposure Holders Security Documents and the Permitted Secured Debt Representatives (the “Senior Secured Parties”), the Security Agreement, the Loan Guaranties (in each case as applicable) Arrangement Agreement and any other documents or instruments related to any of the foregoing thereto or necessary or, as determined by the Collateral Agent, desirable to perfect the same Liens granted to the Collateral Agent thereunder and, subject to the provisions of this Agreement, for the purpose of enforcing the Secured Parties’ rights in respect of the Domestic Collateral and the obligations of the Grantors Pledgors under the Collateral Documents Security Documents, and for the purpose of, or in connection with, releasing the obligations of the Loan Guarantors Pledgors under the Loan GuarantiesSecurity Documents. Without limiting the generality of the foregoing, the Collateral Agent is further hereby appointed as agent for each of the Secured Parties to hold the Liens on the Collateral granted pursuant to the Security Documents with, subject to Section 3, sole authority to exercise remedies under the Security Documents. The Collateral Agent is hereby authorized to act as mortgagee under all mortgages, beneficiary under all deeds of trust and as Secured Party under each applicable Security Document and to follow the instructions provided to it under this Agreement. Each Interest Hedge Secured Party acknowledges that it has seen the Security Arrangement Agreement attached hereto as Exhibit A and that such agreement limits the rights under this Agreement.

Appointment as Collateral Agent. The Lender Agent and each Permitted Secured New Senior Debt Representative executing and acknowledging this Agreement hereby appoints (and/or confirms the appointment of)appoints, and each Interest Rate Exchanger, Other Permitted Credit Exposure Holder Holder, Currency Exchanger, future New Senior Debt Representative, Refinancing Senior Debt Representative and future Permitted Secured New Junior Debt Representative that has signed an acknowledgment to the Original Intercreditor Agreement, the Amended and Restated Intercreditor Agreement or the Second Amended and Restated Intercreditor Agreement, or that signs this Agreement or an acknowledgment hereto, by such signing, signing and the each Existing Holdings Senior Notes Trustee pursuant to the an Existing Holdings Senior Notes Indenture or by having signed an acknowledgment to a Predecessor the Original Intercreditor Agreement, appoints (and/or confirms the appointment of) Deutsche Bank Trust Company Americas DB to serve as collateral agent and representative of each such Secured Party under each of the Collateral Documents and the Loan Guaranties (in such capacity, together with its successors in such capacity, the “"Collateral Agent”") and authorizes the Collateral Agent to act as agent for the Secured Parties for the purpose of executing and delivering, on behalf of all such Secured Parties, the Pledge Agreement and, on behalf of the Lender Agent, the Other Permitted Credit Exposure Holders Holders, the Interest Rate Exchangers, the Currency Exchangers, and the Permitted Secured New Senior Debt Representatives (the “"Senior Secured Parties”), ") the Security Agreement, the Mortgages, the Loan Guaranties (in each case as applicable) and any other documents or instruments related to any of the foregoing or necessary to perfect the same and, subject to the provisions of this Agreement, for the purpose of enforcing the Secured Parties’ ' rights in respect of the Domestic Collateral and the obligations of the Grantors under the Collateral Documents and obligations of the Loan Guarantors under the Loan Guaranties.

Appointment as Collateral Agent. The Lender Agent and each Permitted Secured New Senior Debt Representative executing and acknowledging this Agreement hereby appoints (and/or confirms the appointment of), and each Other Permitted Credit Exposure Holder Holder, future New Senior Debt Representative, Refinancing Senior Debt Representative and future Permitted Secured New Junior Debt Representative that has signed an acknowledgment to the Original Intercreditor Agreement, the Amended and Restated Intercreditor Agreement or the Second Amended and Restated Intercreditor Agreement, or that signs this Agreement or an acknowledgment hereto, by such signing, and the each Existing Holdings Senior Notes Trustee pursuant to the an Existing Holdings Senior Notes Indenture or by having signed an acknowledgment to a Predecessor the Original Intercreditor Agreement or the Amended and Restated Intercreditor Agreement, appoints (and/or confirms the appointment of) Deutsche Bank Trust Company Americas to serve as collateral agent and representative of each such Secured Party under each of the Collateral Documents and the Loan Guaranties (in such capacity, together with its successors in such capacity, the “Collateral Agent”) and authorizes Collateral Agent to act as agent for the Secured Parties for the purpose of executing and delivering, on behalf of all such Secured Parties, the Pledge Agreement and, on behalf of the Lender Agent, the Other Permitted Credit Exposure Holders and the Permitted Secured New Senior Debt Representatives (the “Senior Secured Parties”), the Security Agreement, the Mortgages, the Loan Guaranties (in each case as applicable) and any other documents or instruments related to any of the foregoing or necessary to perfect the same and, subject to the provisions of this Agreement, for the purpose of enforcing the Secured Parties’ rights in respect of the Domestic Collateral and the obligations of the Grantors under the Collateral Documents and obligations of the Loan Guarantors under the Loan Guaranties.

Appointment as Collateral Agent. The Current Credit Agent, the Senior Debenture Trustee, the Subordinated Debt Trustee and the Foreign Lender Agent and listed on the signature pages hereof each Permitted Secured Debt Representative executing and acknowledging this Agreement hereby appoints (and/or confirms the appointment of)appoints, and each Other Permitted Credit Exposure Holder Agent, Lender, Foreign Lender, Interest Rate Exchanger, Currency Exchanger and future Permitted Secured Debt Commercial Paper Representative that has signed an acknowledgment to the Original Intercreditor Agreement, the Amended and Restated Intercreditor Agreement or the Second Amended and Restated Intercreditor Agreement, or that signs this Agreement or signing an acknowledgment hereto, by such signing, and the Existing Holdings Senior Notes Trustee pursuant to the Existing Holdings Senior Notes Indenture or by having signed an acknowledgment to a Predecessor Intercreditor Agreement, signing appoints (and/or confirms the appointment of) Deutsche Bank Bankers Trust Company Americas to serve as collateral agent and representative of each such Secured Party and the Commercial Paper Holders (to the extent applicable) under each of the Collateral Documents Pledge Agreements and the Loan Guaranties Guaranty (in such capacity, together with its successors in such capacity, the “Collateral Agent”"COLLATERAL AGENT") and authorizes the Collateral Agent to act as agent for the Secured Parties (a) for the purpose of executing and delivering, on behalf of all such Parties and the Secured Parties, the Company Pledge Agreement and, on behalf of all such Parties and the Lender AgentSecured Parties except the Subordinated Debt Trustee and the holders of the Subordinated Debt Securities, and (with respect to the Collateral Account Agreement only) the Senior Debenture Trustee and the holders of the Senior Debentures, the Other Permitted Credit Exposure Holders Intermediate Subsidiary Pledge Agreement and the Permitted Secured Debt Representatives (the “Senior Secured Parties”), the Security Agreement, the Loan Guaranties (in each case as applicable) and any other documents or instruments related to any of the foregoing or necessary to perfect the same Collateral Account Agreement and, subject to the provisions of this Agreement, for the purpose of enforcing the Secured Parties’ ' rights in respect of the Domestic Pledged Collateral and the obligations of the Grantors Company and each Intermediate Subsidiary Pledgor (collectively, the "PLEDGORS") under the Pledge Agreements and the obligations of the Company under the Collateral Documents Account Agreement and (b) in addition, with respect to the foregoing appointment and authorization by the Current Credit Agent and by each Credit Agent, Lender, Interest Rate Exchanger, Currency Exchanger and Commercial Paper Representative signing an acknowledgment hereto (collectively, together with the Commercial Paper Holders, the "GUARANTIED PARTIES"), for the purpose of enforcing the Guarantied Parties' rights under the Loan Guaranty and the obligations of the Loan Guarantors under the Loan GuarantiesGuaranty.

Appointment as Collateral Agent. The Lender Current Credit Agent and each Permitted Secured Debt Representative executing and acknowledging this Agreement hereby appoints (and/or confirms the appointment of)Senior Note Trustees, and each Other Permitted Credit Exposure Holder Agent, Lender, Interest Rate Exchanger and future Permitted Secured Debt Representative that has signed an acknowledgment to the Original Intercreditor Agreement, the Amended and Restated Intercreditor Agreement or the Second Amended and Restated Intercreditor Agreement, or that signs this Agreement or Currency Exchanger signing an acknowledgment hereto, by such signing, and the Existing Holdings Senior Notes Trustee pursuant to the Existing Holdings Senior Notes Indenture or by having signed an acknowledgment to a Predecessor Intercreditor Agreement, signing appoints (and/or confirms the appointment of) Deutsche Bank Bankers Trust Company Americas to serve as collateral agent and representative of each such Secured Party (to the extent applicable) under each of the Collateral Documents Pledge Agreements and each of the Loan Guaranties (in such capacity, together with its successors in such capacity, the “"Collateral Agent”") and authorizes the Collateral Agent to act as agent for the Secured Parties (a) for the purpose of executing and delivering, on behalf of all such Parties and the Secured Parties, the Pledge Agreement and, on behalf of the Lender Agent, the Other Permitted Credit Exposure Holders and the Permitted Secured Debt Representatives (the “Senior Secured Parties”), the Security Agreement, the Loan Guaranties (in each case as applicable) and any other documents or instruments related to any of the foregoing or necessary to perfect the same Agreements and, subject to the provisions of this Agreement, for the purpose of enforcing the Secured Parties’ ' rights in respect of the Domestic Pledged Collateral and the obligations of the Grantors Company and each Subsidiary Guarantor (collectively, the "Pledgors") under the Collateral Documents Pledge Agreements and (b) in addition, with respect to the foregoing appointment and authorization by the Current Credit Agent and by each Credit Agent, Lender, Interest Rate Exchanger and Currency Exchanger signing an acknowledgment hereto (collectively, the "Guarantied Parties"), for the purpose of enforcing the Guarantied Parties' rights under each of the Guaranties and the obligations of the Loan Company and the Subsidiary Guarantors under each of the Loan Guaranties.