Common use of Certain Bankruptcy Matters Clause in Contracts

Certain Bankruptcy Matters. (a) Except to the extent provided otherwise in the Final Order and subject to the Carve-Out, the Borrower hereby agrees that the Obligations shall (i) constitute super-priority allowed administrative expense claims in the Bankruptcy Case having priority pursuant to Section 364(c)(1) of the Bankruptcy Code over all administrative expense claims and unsecured claims against any Loan Party now existing or hereafter arising, of any kind or nature whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 503(b) and 507(b) of the Bankruptcy Code and all super-priority administrative expense claims granted to any other Person, the establishment of which super-priority shall have been approved and authorized by the Bankruptcy Court and (ii) be secured pursuant to Sections 364(c)(2), (c)(3) and (d)(1) of the Bankruptcy Code subject to the priority set forth in the Final Order and, to the extent provided in the Final Order, shall not be subject to claims against the Collateral pursuant to Section 506(c) of the Bankruptcy Code.

Certain Bankruptcy Matters. (a) Except to the extent provided otherwise in the Interim Order or the Final Order and subject to the Carve-Out(as applicable), the Borrower each Loan Party hereby agrees that the Obligations of the Loan Parties shall (i) constitute super-priority superpriority allowed administrative expense claims in the Bankruptcy Case Cases having priority pursuant to Section 364(c)(1) of the Bankruptcy Code over all administrative expense claims and unsecured claims against any such Loan Party Parties now existing or hereafter arising, of any kind or nature whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 503(b) and 507(b) of the Bankruptcy Code and all super-priority superpriority administrative expense claims granted to any other Person, subject, as to priority, only to the Carve-Out, provided, that following the Maturity Date, amounts in the Letter of Credit Account shall not be subject to the Carve-Out, the establishment of which super-priority superpriority shall have been approved and authorized by the Bankruptcy Court and (ii) be secured pursuant to Sections 364(c)(2), (c)(3) and (d)(1) of the Bankruptcy Code subject only to the priority set forth in the Final Order Specified Liens and, to the extent provided in any of the Final OrderFinancing Orders, shall not be subject to claims against the Collateral pursuant to Section 506(c) of the Bankruptcy Code.

Certain Bankruptcy Matters. (a) Except to the extent provided otherwise in the Interim Financing Order or the Final Financing Order and subject to the Carve-Out(as applicable), the Borrower each Loan Party hereby agrees that the Obligations of the Loan Parties (other than of Foamex Canada) shall (i) constitute super-priority superpriority allowed administrative expense claims in the Bankruptcy Chapter 11 Case having priority pursuant to Section 364(c)(1) of the Bankruptcy Code over all administrative expense claims and unsecured claims against any such Loan Party Parties now existing or hereafter arising, of any kind or nature whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 503(b) and 507(b) of the Bankruptcy Code and all super-priority superpriority administrative expense claims granted to any other Person, subject, as to priority, only to Carve-Out Expenses, the establishment of which super-priority superpriority shall have been approved and authorized by the Bankruptcy Court and (ii) be secured pursuant to Sections 364(c)(2364 (c)(2), (c)(3) and (d)(1) of the Bankruptcy Code subject only to the priority set forth in the Final Order Specified Liens and, to the extent provided in any of the Final OrderFinancing Orders, shall not be subject to claims against the Collateral pursuant to Section 506(c) of the Bankruptcy Code.

Certain Bankruptcy Matters. (a) Except to the extent provided otherwise in the Interim Order or the Final Order and subject to the Carve-Out(as applicable), the Borrower hereby agrees that the Obligations shall (i) constitute super-priority superpriority allowed administrative expense claims in the Bankruptcy Case having priority pursuant to Section 364(c)(1) of the Bankruptcy Code over all administrative expense claims and unsecured claims against any Loan Party the Borrower now existing or hereafter arising, of any kind or nature whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 503(b) and 507(b) of the Bankruptcy Code and all super-priority superpriority administrative expense claims granted to any other Person, subject, as to priority, only to the Carve-Out, the establishment of which super-priority superpriority shall have been approved and authorized by the Bankruptcy Court and (ii) be secured pursuant to Sections 364(c)(2), (c)(3) and (d)(1) of the Bankruptcy Code subject only to the priority set forth in the Final Order Specified Liens and, to the extent provided in any of the Final OrderFinancing Orders, shall not be subject to claims against the Collateral pursuant to Section 506(c) of the Bankruptcy Code.

Certain Bankruptcy Matters. (a) Except to the extent provided otherwise in the Final Order and subject to the Carve-Outa DIP Financing Order, the Borrower Borrowers hereby agrees agree that the Obligations shall (i) constitute super-priority allowed administrative expense claims in the Bankruptcy Case having priority pursuant to Section 364(c)(1) of the Bankruptcy Code Superpriority DIP Claims over all administrative expense claims and unsecured claims against any Loan Party the Borrowers now existing or hereafter arising, of any kind or nature whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 105, 326, 328, 330, 331, 503(b) and ), 506(c), 507(a), 507(b) ), 546(c), 726, 1114, or any other provisions of the Bankruptcy Code and all super-priority administrative expense claims granted to any other Person, the establishment of which super-priority shall have been approved and authorized by the Bankruptcy Court Court, subject only to the DIP Lender Carve-Out and (ii) be secured pursuant to Sections 364(c)(2), (c)(3) 364(c)(3), and (d)(1364(d) of the Bankruptcy Code subject to the priority set forth in the Final Order and, to the extent provided in any of the Final OrderDIP Financing Orders, shall not be subject to any claims against the DIP Collateral pursuant to Section 506(c) of the Bankruptcy Code, subject only to the DIP Lender Carve-Out, which shall have priority over DIP Lender with regard to the DIP Collateral.

Certain Bankruptcy Matters. (a) Except to the extent provided otherwise in the Interim Order or the Final Order and subject to the Carve-Out(as applicable), the Borrower Borrowers hereby agrees agree that the Obligations shall (i) constitute super-priority superpriority allowed administrative expense claims in the Bankruptcy Case Chapter 11 Cases having priority pursuant to Section 364(c)(1) of the Bankruptcy Code over all administrative expense claims and unsecured claims against any Loan Party the Borrowers now existing or hereafter arising, of any kind or nature whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 503(b) and 507(b) of the Bankruptcy Code and all super-priority superpriority administrative expense claims granted to any other Person, subject, as to priority, only to the Carve Out, the establishment of which super-priority superpriority shall have been approved and authorized by the Bankruptcy Court and (ii) be secured pursuant to Sections 364(c)(2), (c)(3) and (d)(1) of the Bankruptcy Code subject only to the priority set forth in the Final Order Specified Liens and, to the extent provided in any of the Final OrderFinancing Orders, shall not be subject to claims against the Collateral pursuant to Section 506(c) of the Bankruptcy Code.

Certain Bankruptcy Matters. (a) Except to the extent provided otherwise in the Interim Order or the Final Order and subject to the Carve-OutOrder, as applicable, the Borrower hereby agrees that the Obligations Indebtedness shall (i) constitute super-priority allowed administrative expense claims in the Bankruptcy Case Cases having priority pursuant to Section 364(c)(1) of the Bankruptcy Code over all administrative expense claims and unsecured claims against any Loan Party the Borrower and HPPC now existing or hereafter arising, of any kind or nature whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 503(b) and 507(b) of the Bankruptcy Code and all super-priority administrative expense claims granted to any other Person, subject, as to priority, only to the Carve-Out and excluding the Avoidance Actions and any proceeds or property recovered in respect of Avoidance Actions, the establishment of which super-priority shall have been approved and authorized by the Bankruptcy Court and (ii) be secured pursuant to Sections 364(c)(2), (c)(3) and (d)(1) of the Bankruptcy Code subject to the priority set forth in the Final Order and, to the extent provided in any of the Final OrderFinancing Orders, shall not be subject to claims any Claims against the Collateral pursuant to Section 506(c) of the Bankruptcy Code.