No Separate Security. Each Secured Party that is a party to this Agreement (for itself and any Person claiming through it): (a) agrees that, except as otherwise provided herein, all Collateral is for the joint benefit of all the Secured Parties (subject to the priority among the Secured Parties set out herein); and (b) represents and warrants to each other Secured Party that, in respect of any Secured Debt Obligations now or hereafter owing to such Secured Party (other than an Agent), it has received no security or guarantees from the Borrower or any Affiliate thereof, other than (i) its interest in the Collateral as provided in the Security Documents, if any, or (ii) as otherwise provided pursuant to the Financing Documents. In furtherance of the foregoing, if any Secured Party (other than an Agent) shall receive or be entitled to demand or otherwise call upon any guaranty, security or other assurance of payment which is not described in clause (i) or (ii) of the preceding sentence in respect of the Secured Debt Obligations owed to such Secured Party, such Secured Party shall receive any proceeds thereof in trust for all the Secured Parties (to be shared promptly and ratably (subject to the priority provisions among the Secured Parties established herein) with the other Secured Parties) and shall exercise its rights to demand or call upon such guaranty, security or other assurance of payment as directed by the Majority Secured Parties.
Appears in 1 contract
No Separate Security. Each Secured Party that is a party to this Agreement (for itself including the Administrative Agent, the Replacement Letter of Credit Administrative Agent and any Person claiming through itthe Collateral Agent, on behalf of the applicable Secured Parties): (a) agrees that, except as otherwise provided hereinin Section 5.03, all Collateral is for the joint benefit of all the Secured Parties (subject to the priority among the Secured Parties set out herein)Parties; and (b) represents and warrants to each other Secured Party that, in respect of any Secured Debt Obligations now or hereafter owing to such Secured Party (other than an Agent)Party, it has received no security or guarantees from the Borrower or any Affiliate thereof, other than (i) its interest in the Collateral as provided in the Security Documents, if any, or (ii) as otherwise provided pursuant to the Financing Documents. In furtherance of the foregoing, if any Secured Party (other than an Agent) shall receive or be entitled to demand or otherwise call upon any guaranty, security or other assurance of payment which is not described in clause (i) or (ii) of the preceding sentence in respect of the Secured Debt Obligations owed to such Secured Party, such Secured Party shall receive any proceeds thereof in trust for all the Secured Parties (to be shared promptly and ratably (subject to the priority provisions among the Secured Parties established herein) with the other Secured Parties) and shall exercise its rights to demand or call upon such guaranty, security or other assurance of payment as directed by the Majority Required Secured PartiesParties (determined without regard to the Voting Party Percentage of such Secured Party).
Appears in 1 contract
Sources: Collateral Agency and Intercreditor Agreement (GenOn Energy, Inc.)
No Separate Security. Each Secured Party that is a party to this Agreement (for itself and any Person claiming through it): Agreement: (a) agrees that, except as otherwise provided hereinin Section 5.14, Section 7.01 and Section 7.03, all Collateral is for the joint benefit of all the Secured Parties (subject to the priority among the Secured Parties set out herein)Parties; and (b) represents and warrants to each other Secured Party that, in respect of any Secured Debt Obligations now or hereafter owing to such Secured Party (other than an Agent)Party, it has received no security or guarantees from the Borrower any Repauno Group Member or any Affiliate thereof, other than (i) its interest in the Collateral as provided in the Security Documents, if any, (ii) pursuant to the Administration Expense Guaranty or (iiiii) as otherwise provided pursuant to the Financing DocumentsSecured Obligation Documents in accordance with Section 7.02. In furtherance of the foregoing, if any Secured Party (other than an Agent) shall receive or be entitled to demand or otherwise call upon any guaranty, security or other assurance of payment which is not described in clause (i), (ii) or (iiiii) of the preceding sentence in respect of the Secured Debt Obligations owed to such Secured Party, such Secured Party shall receive any proceeds thereof in trust for all the Secured Parties (to be shared promptly and ratably (subject to the priority provisions among the Secured Parties established herein) with the other Secured Parties) and shall exercise its rights to demand or call upon such guaranty, security or other assurance of payment as directed by the Majority Required Secured PartiesCreditors (determined without regard to the Voting Party Percentage of such Secured Party).
Appears in 1 contract
Sources: Collateral Agency, Intercreditor and Accounts Agreement (FTAI Infrastructure Inc.)