Common use of Collateral Sharing Clause in Contracts

Collateral Sharing. Upon the occurrence of a Security Event, all Liens granted under a Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Agent and the Lenders hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender or any Affiliate or any Subsidiary thereof, which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”) or a Lender-Provided Commodity Hedge (the “CH Provider”), provided, however, that the provisions contained in this Section 9.2.5.2, shall in no way supercede, and are not intended to obviate, the sharing provisions between the Lenders and the holders of the senior notes under the Note Purchase Agreement, pursuant to Section 8.1.13 hereof. The Agent under the Collateral Documents shall be deemed to serve as the collateral agent (the “Collateral Agent”) for the IRH Provider, the CH Provider, and the Lenders hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Agent (or the Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider or CH Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. Upon The Loan Documents do not grant any Liens on the occurrence of a Security Event, all date hereof. Any Liens hereafter granted under a any Loan Document (for purposes of this Section only, the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Agent and the Lenders hereunder (including without limitation PNC Bank as Swing Loan Lender) hereunder, and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender or any Affiliate or any Subsidiary thereof, of a Lender which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”) or a Lender-Provided Commodity Hedge (the “CH Provider”), provided, however, that the provisions contained in this Section 9.2.5.2, shall in no way supercede, and are not intended to obviate, the sharing provisions between the Lenders and the holders of the senior notes under the Note Purchase Agreement, pursuant to Section 8.1.13 hereof. The Agent under the Collateral Documents shall be deemed to serve as the collateral agent (the “Collateral Agent”) for itself, the IRH Provider, the CH ProviderProviders, and the Lenders (including without limitation PNC Bank as Swing Loan Lender) hereunder, provided that the Collateral Agent shall comply with the instructions and directions of the Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Agent), as to all matters relating to the Collateralcollateral under the Collateral Documents, including the maintenance and disposition thereof. No IRH Provider or CH Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateralany hereafter granted collateral under any hereafter existing Collateral Documents.

Collateral Sharing. Upon the occurrence of a Security Event, all All Liens granted under a the Collateral Documents and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders Banks hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender Bank (or any Affiliate or of any Subsidiary thereof, Bank) which provides a LenderBank-Provided Interest Rate Hedge or an Other Bank Provided Financial Service Product (the “IRH Provider”) or a Lender-Provided Commodity Hedge (the “CH Provider”), provided, however, that and (iii) the provisions contained in this Section 9.2.5.2, shall in no way supercede, and are not intended to obviate, the sharing provisions between the Lenders and the holders of the senior notes under the Note Purchase Agreement, pursuant to Section 8.1.13 hereofBBH Obligations. The Administrative Agent under the Collateral Documents shall be deemed to serve as the collateral agent (the “Collateral Agent”) for Bxxxx Brothers Hxxxxxxx & Co. (solely with respect to the Collateral granted for the benefit of Bxxxx Brothers Hxxxxxxx & Co. pursuant to the Guarantee and Collateral Agreement and the Mortgages, and subject to the Collateral Agency Agreement), the IRH Provider, the CH Provider, Providers and the Lenders Banks hereunder, ; provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents Document empowers the Lenders Banks to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No Neither Bxxxx Brothers Hxxxxxxx & Co. nor any IRH Provider or CH Provider (except in its capacity as a Lender Bank hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.”

Collateral Sharing. Upon the occurrence of a Security Event, all All Liens granted under a the Collateral Documents and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders Banks hereunder and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender Bank (or any Affiliate or of any Subsidiary thereof, Bank) which provides a LenderBank-Provided Interest Rate Hedge or an Other Bank Provided Financial Service Product (the “"IRH Provider”) or a Lender-Provided Commodity Hedge (the “CH Provider”"), provided, however, that and (iii) the provisions contained in this Section 9.2.5.2, shall in no way supercede, and are not intended to obviate, the sharing provisions between the Lenders and the holders of the senior notes under the Note Purchase Agreement, pursuant to Section 8.1.13 hereofBBH Obligations. The Administrative Agent under the Collateral Documents shall be deemed to serve as the collateral agent (the “"Collateral Agent”") for Xxxxx Brothers Xxxxxxxx & Co. (solely with respect to the Collateral granted for the benefit of Xxxxx Brothers Xxxxxxxx & Co. pursuant to the Guarantee and Collateral Agreement and the Mortgages, and subject to the Collateral Agency Agreement), the IRH Provider, the CH Provider, Providers and the Lenders Banks hereunder, ; provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents Document empowers the Lenders Banks to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No Neither Xxxxx Brothers Xxxxxxxx & Co. nor any IRH Provider or CH Provider (except in its capacity as a Lender Bank hereunder) shall be 112 entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. Upon the occurrence of a Security Event, all All Liens granted under a the Collateral Documents and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders Banks hereunder and (ii) the Obligations incurred by any of the Loan Parties (a) under any Bank-Provided Hedge or any Bank-Provided Foreign Currency Hedge, in each case, in favor of (1) any Lender Person which at the time it provided such Bank-Provided Hedge or such Bank-Provided Foreign Currency Hedge, was a Bank (or an Affiliate thereof), or (b) in favor of a Bank (or any Affiliate or of any Subsidiary thereof, Bank) which provides a Lenderan Other Bank-Provided Interest Rate Hedge Financial Service Product (collectively such Persons described in clauses (a) and (b), the “IRH Provider”) or a Lender-Provided Commodity Hedge (the “CH ProviderProviders”), provided, however, that the provisions contained in this Section 9.2.5.2, shall in no way supercede, and are not intended to obviate, the sharing provisions between the Lenders and the holders of the senior notes under the Note Purchase Agreement, pursuant to Section 8.1.13 hereof. The Administrative Agent under the Collateral Documents shall be deemed to serve as the collateral agent (the “Collateral Agent”) for the IRH Provider, the CH Provider, Providers and the Lenders Banks hereunder, ; provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents Document empowers the Lenders Banks to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider or CH Provider (except in its capacity as a Lender Bank hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. Upon the occurrence of a Security Event, all All Liens granted under a the Collateral Documents and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders Banks hereunder and (ii) the Obligations incurred by any of the Loan Parties (a) under any Bank-Provided Hedge or any Bank-Provided Foreign Currency Hedge, in each case, in favor of (1) any Lender Person which at the time it provided such Bank-Provided Hedge or such Bank-Provided Foreign Currency Hedge, was a Bank (or an Affiliate thereof), or (b) in favor of a Bank (or any Affiliate or of any Subsidiary thereof, Bank) which provides a Lenderan Other Bank-Provided Interest Rate Hedge Financial Service Product (the “IRH Provider”collectively such Persons described in clauses (a) or a Lender-Provided Commodity Hedge and (the “CH Provider”b), provided, however, that the provisions contained in this Section 9.2.5.2, shall in no way supercede"IRH Providers"), and are not intended to obviate, (iii) the sharing provisions between the Lenders and the holders of the senior notes under the Note Purchase Agreement, pursuant to Section 8.1.13 hereofBBH Obligations. The Administrative Agent under the Collateral Documents shall be deemed to serve as the collateral agent (the “"Collateral Agent”") for Xxxxx Brothers Xxxxxxxx & Co. (solely with respect to the Collateral granted for the benefit of Xxxxx Brothers Xxxxxxxx & Co. pursuant to the Guarantee and Collateral Agreement, and subject to the Collateral Agency Agreement), the IRH Provider, the CH Provider, Providers and the Lenders Banks hereunder, ; provided that the Collateral Agent shall comply with the instructions and directions of the Administrative Agent (or the Lenders Banks under this Agreement to the extent that this Agreement or any other Loan Documents Document empowers the Lenders Banks to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No Neither Xxxxx Brothers Xxxxxxxx & Co. nor any IRH Provider or CH Provider (except in its capacity as a Lender Bank hereunder) shall be entitled or have the power to direct or instruct the Collateral Agent on any such matters or to control or direct in any manner the maintenance or disposition of the Collateral.

Collateral Sharing. Upon the occurrence of a Security Event, all All Liens granted under a the Security Agreement, the Patent Trademark and Copyright Security Agreement, the Pledge Agreement and any other Loan Document (the “Collateral Documents”) shall secure ratably and on a pari passu basis (i) the Obligations in favor of the Administrative Agent and the Lenders hereunder hereunder, and (ii) the Obligations incurred by any of the Loan Parties in favor of any Lender Lender, or any Affiliate or of any Subsidiary thereofLender, which provides a Lender-Provided Interest Rate Hedge (the “IRH Provider”) Hedge, a Lender-Provided Treasury Arrangement or a Lender-Provided Commodity Hedge Credit Arrangement (the “CH Hedge/Treasury/Credit Provider”), provided, however, that the provisions contained in this Section 9.2.5.2, shall in no way supercede, and are not intended to obviate, the sharing provisions between the Lenders and the holders of the senior notes under the Note Purchase Agreement, pursuant to Section 8.1.13 hereof. The Administrative Agent under the Collateral Documents shall be deemed to serve and is appointed as the collateral agent (the “Collateral Agent”) for the IRH Provider, the CH Provider, Hedge/Treasury/Credit Provider and the Lenders hereunder, provided that the Collateral Administrative Agent shall comply with the instructions and directions of the Agent (or the 115 Lenders under this Agreement to the extent that this Agreement or any other Loan Documents empowers the Lenders to direct the Administrative Agent), as to all matters relating to the Collateral, including the maintenance and disposition thereof. No IRH Provider or CH Hedge/Treasury/Credit Provider (except in its capacity as a Lender hereunder) shall be entitled or have the power to direct or instruct the Collateral Administrative Agent on any such all matters relating to the Collateral, including the maintenance and disposition thereof or to control or direct in any manner the maintenance or disposition of the Collateral.