Intercreditor Provisions. 35 Section 5.01. Financial Security's Direction Upon Servicer Default.................35 Section 5.02. Financial Security's Direction of Insolvency Proceedings.............36
Intercreditor Provisions. (a) Notwithstanding anything herein to the contrary, (i) the Liens and security interests granted to the Collateral Agent for the benefit of the Secured Parties pursuant to this Agreement and (ii) the exercise of any right or remedy by the Collateral Agent hereunder or the application of proceeds (including insurance and condemnation proceeds) of any Collateral, in each case, are subject to the limitations and provisions of any applicable Intercreditor Agreement to the extent provided therein. In the event of any conflict between the terms of such applicable Intercreditor Agreement and the terms of this Agreement, the terms of such applicable Intercreditor Agreement shall govern.
Intercreditor Provisions. Notwithstanding anything herein to the contrary, the lien and security interest granted to Collateral Agent pursuant to this Agreement and the exercise of any right or remedy by Collateral Agent or Administrative Agent hereunder are subject to the provisions of the Intercreditor Agreement, as the same may be amended, supplemented, modified or replaced from time to time. In the event of any conflict between the terms of the Intercreditor Agreement and this Agreement, the terms of the Intercreditor Agreement shall govern.
Intercreditor Provisions. Section 6.01. Nonfloorplan Agreements Between Seller and Dealer. ...................28
Intercreditor Provisions. With respect to a Dealer which is the obligor under Receivables that have been or will be sold to VDF hereunder, VCI may be or become a lender to such Dealer under an agreement or arrangement (a “Nonfloorplan Agreement”) other than a Floorplan Financing Agreement pursuant to which VCI has been granted a security interest in the same collateral (the “Common Collateral”) in which the Floorplan Financing Agreement for such Dealer creates a security interest, which Common Collateral may include the same Vehicle (the “Common Vehicle Collateral”) in which such Floorplan Financing Agreement creates a security interest. The Common Collateral other than the related Common Vehicle Collateral is referred to herein as the “Common Non-Vehicle Collateral.” VCI agrees that with respect to each Receivable of each such Dealer (i) the security interest in such Common Vehicle Collateral granted to VCI pursuant to any Nonfloorplan Agreement is junior and subordinate to the security interest created by the related Floorplan Financing Agreement, (ii) VCI has no legal right to realize upon such Common Vehicle Collateral or exercise its rights under the Nonfloorplan Agreement in any manner that is materially adverse to VDF, the Trust, the Residual Interestholder or the Noteholders in respect of the Common Vehicle Collateral until all required payments in respect of such Receivable under the Floorplan Financing Agreement have been paid, and (iii) in realizing upon such Common Vehicle Collateral, neither VDF nor the Trust shall have any obligation to protect or preserve the rights of VCI in such Common Vehicle Collateral. VDF agrees that with respect to each Receivable of each such Dealer (a) the security interest in such Common Non-Vehicle Collateral created by the Floorplan Financing Agreement and hereby assigned to VDF is junior and subordinate to the security interest therein created by the Nonfloorplan Agreement, (b) VDF has no legal right to realize upon such Common Non-Vehicle Collateral or exercise its rights under the Floorplan Financing Agreement in any manner that is materially adverse to VCI until all required payments in respect of the obligation created or secured by the Nonfloorplan Agreement have been made, and (c) in realizing on such Common Non-Vehicle Collateral, VCI shall not be obligated to protect or preserve the rights of VDF or the Trust in such Common Non-Vehicle Collateral. The Trust Sale and Servicing Agreement and the Indenture shall provide that the Tru...
Intercreditor Provisions. This Note constitutes a part of a series of obligations, together with all other Notes issued under this series (collectively, the “Subordinated Obligations”, and each holder or lender thereof, a “Subordinated Creditor”). By accepting this Note, the Subordinated Creditor hereof agrees that any and all payments under the Subordinated Obligations as between all Subordinated Creditors shall be paid equally and ratably. Furthermore, without the approval or joinder of the Requisite Holders, no Subordinated Creditor may accelerate the obligations of the Company under its Subordinated Obligations and commence and complete the exercise of all of its other rights and remedies thereunder. No Subordinated Creditor has an obligation to the other Subordinated Creditors to take any steps with regard to the enforcement or protection of other Subordinated Creditors’ rights to the security for its Subordinated Obligation. In the event of a default by the Company under any Subordinated Obligation, should any payment, distribution or security or proceeds be received by a Subordinated Creditor upon or with respect to such Subordinated Creditor’s Subordinated Obligation prior to the satisfaction in full of the default, such Subordinated Creditor shall immediately deliver the same equally and ratably to all Subordinated Creditors in the form received (except for endorsement or assignment by such Subordinated Creditor where required), for ratable application on the Subordinated Obligations (whether or not then due) and, until so delivered, the same shall be held in trust on behalf of all Subordinated Creditors by such Subordinated Creditor as the property of all Subordinated Creditors. Notwithstanding anything herein to the contrary, the Company may not prepay a Subordinated Obligation at any time in whole or in part, unless (i) no default exists under the Subordinated Obligations, (ii) such payment on the Subordinated Obligations will be paid equally and ratably to all Subordinated Creditors, or (iii) all Subordinated Creditors otherwise agree in writing to such prepayment.
Intercreditor Provisions. Section 5.01. Financial Security's Direction Upon Servicer Default . . . . . . . . . . . . . . . . 47 Section 5.02. Financial Security's Direction of Insolvency Proceedings . . . . . . . . . . . . . . 48
Intercreditor Provisions. (i) The Collateral Rights Agreement, any other Intercreditor Agreement or the subordination provisions of the documents evidencing or governing any subordinated Indebtedness (collectively, the “Intercreditor Provisions”) shall, in whole or in part, terminate, cease to be effective or cease to be legally valid, binding and enforceable against any Term Facility Agent, any holder of any Term Loans, any holder of the applicable subordinated Indebtedness or any other Person bound by any Intercreditor Provisions; or
Intercreditor Provisions. With respect to each Agented Note and Assigned Loan, such Loan contains provisions substantially to the effect of Section 13.15.
Intercreditor Provisions. (a) Upon the occurrence and during the continuance of an Event of Default, the proceeds of any sale, disposition or other realization upon all or any part of the Collateral (including any proceeds of Collateral) payable to the Agent, for the benefit of the Lenders, and all payments made to the Agent, for the benefit of the Lenders, under this Agreement, the Notes and any of the other Credit Documents, shall be applied by the Agent in the following order:
