Common use of Determinations Relating to Collateral Clause in Contracts

Determinations Relating to Collateral. If (i) the Second Priority Collateral Agent shall receive any written request from the Borrower or any Guarantor under any Second Priority Collateral Document for consent or approval with respect to any matter or thing relating to any Collateral or the Borrower or any Guarantor's obligations with respect thereto or (ii) there shall be due to or from the Second Priority Collateral Agent under the provisions of any Second Priority Collateral Document any material performance or the delivery of any material instrument or (iii) the Second Priority Collateral Agent shall become aware of any nonperformance by the Borrower or any Guarantor of any covenant or any breach of any representation or warranty set forth in any Second Priority Financing Document, then, in each such event, the Second Priority Collateral Agent shall promptly advise the Senior Collateral Agent of the matter or thing as to which consent has been requested or the performance or instrument required to be delivered or the nonperformance or breach of which the Second Priority Collateral Agent has become aware. Until the occurrence of the Senior Obligation Payment Date, and subject to Section 6.01, the Senior Collateral Agent and the Required Senior Lenders shall have the exclusive authority to direct the Second Priority Collateral Agent's response to any of the events or circumstances contemplated in clauses (i), (ii) and (iii) above.

Determinations Relating to Collateral. If (i) the Second Priority Collateral Agent Trustee shall receive any written request from the Borrower Rite Aid or any Subsidiary Guarantor under any Second Priority Collateral Document for consent or approval with respect to any matter or thing relating to any Collateral or the Borrower or any Subsidiary Guarantor's obligations with respect thereto or (ii) there shall be due to or from the Second Priority Collateral Agent Trustee under the provisions of any Second Priority Collateral Document any material performance or the delivery of any material instrument or (iii) the Second Priority Collateral Agent Trustee shall become aware of any nonperformance by the Borrower or any Subsidiary Guarantor of any covenant or any breach of any representation or warranty set forth in any Second Priority Financing Collateral Document, then, in each such event, the Second Priority Collateral Agent Trustee shall promptly advise the Senior Collateral Agent Representatives of the matter or thing as to which consent has been requested or the performance or instrument required to be delivered or the nonperformance or breach of which the Second Priority Collateral Agent Trustee has become aware. Until the occurrence of the Senior Obligation Payment Date, and subject to Section 6.01, the Senior Collateral Agent and the Required Majority Senior Lenders Parties shall have the exclusive authority to direct the Second Priority Collateral Agent's response to any of the events or circumstances contemplated in clauses (i), (ii) and (iii) above.the

Determinations Relating to Collateral. If (i) the Second Priority Collateral Agent Trustee shall receive any written request from the Borrower Rite Aid or any Subsidiary Guarantor under any Second Priority Collateral Document for consent or approval with respect to any matter or thing relating to any Collateral or the Borrower or any Subsidiary Guarantor's ’s obligations with respect thereto or (ii) there shall be due to or from the Second Priority Collateral Agent Trustee under the provisions of any Second Priority Collateral Document any material performance or the delivery of any material instrument or (iii) the Second Priority Collateral Agent Trustee shall become aware of any nonperformance by the Borrower or any Subsidiary Guarantor of any covenant or any breach of any representation or warranty set forth in any Second Priority Financing Collateral Document, then, in each such event, the Second Priority Collateral Agent Trustee shall promptly advise the Senior Collateral Agent Class Debt Representatives of the matter or thing as to which consent has been requested or the performance or instrument required to be delivered or the nonperformance or breach of which the Second Priority Collateral Agent Trustee has become aware. Until the occurrence of the Senior Obligation Payment Date, and subject to Section 6.01, the Senior Collateral Agent and the Required Majority Senior Lenders Parties shall have the exclusive authority to direct the Second Priority Collateral Agent's Trustee’s response to any of the events or circumstances contemplated in clauses (i), (ii) and (iii) above.

Determinations Relating to Collateral. If (i) the Second Priority Collateral Agent Trustee shall receive any written request from the Borrower Rite Aid or any Subsidiary Guarantor under any Second Priority Collateral Document for consent or approval with respect to any matter or thing relating to any Collateral or the Borrower or any Subsidiary Guarantor's obligations with respect thereto or (ii) there shall be due to or from the Second Priority Collateral Agent Trustee under the provisions of any Second Priority Collateral Document any material performance or the delivery of any material instrument or (iii) the Second Priority Collateral Agent Trustee shall become aware of any nonperformance by the Borrower or any Subsidiary Guarantor of any covenant or any breach of any representation or warranty set forth in any Second Priority Financing Collateral Document, then, in each such event, the Second Priority Collateral Agent Trustee shall promptly advise the Senior Collateral Agent Representatives of the matter or thing as to which consent has been requested or the performance or instrument required to be delivered or the nonperformance or breach of which the Second Priority Collateral Agent Trustee has become aware. Until the occurrence of the Senior Obligation Payment Date, and subject to Section 6.01, the Senior Collateral Agent Agents and the Required Majority Senior Lenders Parties shall have the exclusive authority to direct the Second Priority Collateral AgentTrustee's response to any of the events or circumstances contemplated in clauses (i), (ii) and (iii) above.

Determinations Relating to Collateral. If (i) the Second Priority Collateral Agent Trustee shall receive any written request from the Borrower Rite Aid or any Subsidiary Guarantor under any Second Priority Collateral Document for consent or approval with respect to any matter or thing relating to any Collateral or the Borrower or any Subsidiary Guarantor's obligations with respect thereto or (ii) there shall be due to or from the Second Priority Collateral Agent Trustee under the provisions of any Second Priority Collateral Document any material performance or the delivery of any material instrument or (iii) the Second Priority Collateral Agent Trustee shall become aware of any nonperformance by the Borrower or any Subsidiary Guarantor of any covenant or any breach of any representation or warranty set forth in any Second Priority Financing Collateral Document, then, in each such event, the Second Priority Collateral Agent Trustee shall promptly advise the Senior Collateral Agent Representatives of the matter or thing as to which consent has been requested or the performance or instrument required to be delivered or the nonperformance or breach of which the Second Priority Collateral Agent Trustee has become aware. Until the occurrence of the Senior Obligation Payment Date, and subject to Section 6.018.01, the Senior Collateral Agent and the Required Majority Senior Lenders Parties shall have the exclusive authority to direct the Second Priority Collateral AgentTrustee's response to any of the events or circumstances contemplated in clauses (i), (ii) and (iii) above.