Common use of Rights as Unsecured Creditors Clause in Contracts

Rights as Unsecured Creditors. The Second Priority Agents and the other Second Priority Secured Parties may exercise rights and remedies as an unsecured creditor against any Grantor in accordance with the terms of the applicable Second Priority Documents and applicable Law, but only to the extent that the exercise of any such rights and remedies is not inconsistent with the terms of this Agreement. In the event the Second Priority Secured Parties, as a result of the exercise of their rights as unsecured creditors are granted or otherwise hold a judgment lien in respect of Collateral, such lien shall be subject to the provisions of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Second Priority Agent or any other Second Priority Secured Party of the required payments of interest and principal so long as such receipt is not the direct or indirect result of the exercise by the applicable Second Priority Agent or any other Second Priority Secured Party of foreclosure rights or other remedies as a secured creditor (including any right of setoff) or enforcement in contravention of this Agreement of any Lien held by any of them or any other act in contravention of this Agreement. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the ABL Agent or the ABL Secured Parties may have with respect to the ABL Priority Collateral, or any rights or remedies the Term Loan/Notes Agents or the Term Loan/Notes Secured Parties may have with respect to the Term Loan/Notes Priority Collateral.

Rights as Unsecured Creditors. The Notwithstanding anything to the contrary in this Agreement, the Second Priority Agents and the other Second Priority Secured Parties Lien Agent may exercise rights and remedies as an unsecured creditor against the Company or any Grantor other Pledgor that has guaranteed the Second Lien Obligations in accordance with the terms of the applicable Second Priority Lien Documents and applicable Lawlaw, but only in each case to the extent that the exercise of any such rights and remedies is not inconsistent with the terms of this Agreement. In the event the Second Priority Secured Parties, as a result of the exercise of their rights as unsecured creditors are granted or otherwise hold a judgment lien in respect of Collateral, such lien shall be subject to the provisions of this Agreement. Nothing in this Agreement shall prohibit the receipt by any the Second Priority Lien Agent or any other Second Priority Lien Secured Party of the required payments of interest and principal so long as such receipt is not the direct or indirect result of (a) the exercise by the applicable Second Priority Lien Agent or any other Second Priority Secured Party of foreclosure rights or other remedies as a secured creditor in respect of any Common Collateral or other collateral securing any Second Lien Obligations or (including any right of setoffb) or enforcement in contravention of this Agreement of any Lien held by in respect of any Second Lien Obligations. In the event that the Second Lien Agent becomes a judgment lien creditor or other secured creditor in respect of them any Common Collateral or other collateral securing any Second Lien Obligations as a result of its enforcement of its rights as an unsecured creditor in respect of any Second Lien Obligations or otherwise, such judgment or other act in contravention of lien shall be subordinated to the Liens securing the First Lien Obligations on the same basis as the other Liens securing the Second Lien Obligations are so subordinated to such Liens securing the First Lien Obligations under this Agreement. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the ABL that any First Lien Agent or the ABL any First Lien Secured Parties Party may have with respect to the ABL Priority Collateral, or collateral securing any rights or remedies the Term Loan/Notes Agents or the Term Loan/Notes Secured Parties may have with respect to the Term Loan/Notes Priority CollateralFirst Lien Obligations.

Rights as Unsecured Creditors. The Second Notwithstanding anything to the contrary in this Agreement, the Junior Priority Agents Representative and the other Second Junior Priority Secured Parties may exercise rights and remedies as an unsecured creditor creditors against any Grantor in respect of the Junior Priority Obligations in accordance with the terms of the Junior Priority Documents, including the acceleration of any Indebtedness or other obligations owing under the Junior Priority Documents or the demand for payment under the guarantee in respect thereof, in each case in accordance with the terms of the applicable Second Junior Priority Documents and applicable Law, but only to the extent that the exercise of any such rights law and remedies is not otherwise inconsistent with the terms of this Agreement. In the event the Second Priority Secured Parties, as a result of the exercise of their rights as unsecured creditors are granted or otherwise hold a judgment lien in respect of Collateral, such lien shall be subject to the provisions of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Second Junior Priority Agent Representative or any other Second Junior Priority Secured Party of the required payments of interest and principal so long as such receipt is not the direct or indirect result of (a) the exercise by the applicable Second any Junior Priority Agent Representative or any other Second Junior Priority Secured Party of foreclosure rights or other remedies as a secured creditor in respect of Shared Collateral or other collateral or (including any right of setoffb) or the enforcement in contravention of this Agreement of any Lien in respect of Junior Priority Liens held by any of them or any other act in contravention of this Agreementthem. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the ABL Agent First Priority Representative or the ABL First Priority Secured Parties may have with respect to the ABL Priority Collateral, or any rights or remedies the Term Loan/Notes Agents or the Term Loan/Notes Secured Parties may have with respect to the Term Loan/Notes First Priority Collateral.

Rights as Unsecured Creditors. The Second Notwithstanding anything to the contrary in this Agreement, the Junior Priority Agents Representative and the other Second Junior Priority Secured Parties may exercise rights and remedies as an unsecured creditor creditors against any Grantor in respect of the Junior Priority Obligations in accordance with the terms of the Junior Priority Documents, including the acceleration of any Indebtedness or other obligations owing under the Junior Priority Documents or the demand for payment under the guarantee in respect thereof, in each case in accordance with the terms of the applicable Second Junior Priority Documents and applicable Law, but only to the extent that the exercise of any such rights law and remedies is not otherwise inconsistent with the terms of this Agreement. In the event the Second Priority Secured Parties, as a result of the exercise of their rights as unsecured creditors are granted or otherwise hold a judgment lien in respect of Collateral, such lien shall be subject to the provisions of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Second Junior Priority Agent Representative or any other Second Junior Priority Secured Party of the required payments of interest and principal so long as such receipt is not the direct or indirect result of (a) the exercise by the applicable Second any Junior Priority Agent Representative or any other Second Junior Priority Secured Party of foreclosure rights or other remedies as a secured creditor in respect of Shared Collateral or other collateral or (including any right of setoffb) or the enforcement in contravention of this Agreement of any Lien in respect of Junior Priority Liens held by any of them or any other act in contravention of this Agreementthem. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the ABL Agent Second Priority Representative or the ABL Second Priority Secured Parties may have with respect to the ABL Priority Collateral, or any rights or remedies the Term Loan/Notes Agents or the Term Loan/Notes Secured Parties may have with respect to the Term Loan/Notes Second Priority Collateral.

Rights as Unsecured Creditors. The Second Priority Agents Except as otherwise set forth in Section 2.1 of this Intercreditor Annex, the Term Agent, the Term Secured Parties, the Administrative Agent and the other Second Priority Revolver Secured Parties may exercise rights and remedies as an unsecured creditor creditors against the Borrower or any Grantor Guarantor in accordance with the terms of the applicable Second Priority Loan Documents and applicable Law, but only to the extent that the exercise of any such rights and remedies is not inconsistent with the terms law. Except as otherwise set forth in Section 2.1 of this Agreement. In the event the Second Priority Secured PartiesIntercreditor Annex, as a result of the exercise of their rights as unsecured creditors are granted or otherwise hold a judgment lien in respect of Collateral, such lien shall be subject to the provisions of this Agreement. Nothing nothing in this Agreement Intercreditor Annex shall prohibit the receipt by any Second Priority the Term Agent, the Term Secured Parties, the Administrative Agent or any other Second Priority and the Revolver Secured Party Parties of the required payments of interest and principal so long as such receipt is not the direct or indirect result of the exercise by the applicable Second Priority Term Agent, the Term Secured Parties, the Administrative Agent or any other Second Priority and the Revolver Secured Party Parties of foreclosure rights or other remedies as a secured creditor (including any right of setoffset off) or enforcement in contravention of this Agreement Intercreditor Annex of any Lien held by any of them or any other act in contravention of this Agreementthem. Nothing in this Agreement Intercreditor Annex impairs or otherwise adversely affects any rights or remedies that (a) the ABL Administrative Agent or the ABL Revolver Secured Parties may have with respect to the ABL Priority Collateral, or any rights or remedies Revolver Primary Collateral and (b) the Term Loan/Notes Agents Agent or the Term Loan/Notes Secured Parties may have with respect to the Term Loan/Notes Priority Primary Collateral.

Rights as Unsecured Creditors. The Notwithstanding anything to the contrary in this Agreement, the Second Priority Agents Representative and the other Second Priority Secured Parties may exercise rights and remedies as an unsecured creditor creditors against the Company or any Grantor other Loan Party that has guaranteed the Second Priority Obligations in accordance with the terms of the Second Priority Documents, including the acceleration of any Indebtedness or other obligations owing under the Second Priority Documents or the demand for payment under the guarantee in respect thereof, in each case in accordance with the terms of the applicable Second Priority Documents and applicable Law, but only to the extent that the exercise of any such rights law and remedies is not otherwise inconsistent with the terms of this Agreement. In the event the Second Priority Secured Parties, as a result of the exercise of their rights as unsecured creditors are granted or otherwise hold a judgment lien in respect of Collateral, such lien shall be subject to the provisions of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Second Priority Agent Representative or any other Second Priority Secured Party of the required payments of interest and principal so long as such receipt is not the direct or indirect result of (a) the exercise by the applicable any Second Priority Agent Representative or any other Second Priority Secured Party of foreclosure rights or other remedies as a secured creditor in respect of Common Collateral or other collateral or (including any right of setoffb) or the enforcement in contravention of this Agreement of any Lien in respect of Second Priority Liens held by any of them or any other act in contravention of this Agreementthem. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the ABL Agent First Priority Representative or the ABL other First Priority Secured Parties may have with respect to the ABL Priority Collateral, or any rights or remedies the Term Loan/Notes Agents or the Term Loan/Notes Secured Parties may have with respect to the Term Loan/Notes First Priority Collateral.

Rights as Unsecured Creditors. The Second Notwithstanding anything to the contrary in this Agreement, the Junior Priority Agents Representative and the other Second Junior Priority Secured Parties may exercise rights and remedies as an unsecured creditor creditors against any Grantor in respect of the Junior Priority Obligations in accordance with the terms of the Junior Priority Documents, including the acceleration of any indebtedness or other obligations owing under the Junior Priority Documents or the demand for payment under the guarantee in respect thereof, in each case in accordance with the terms of the applicable Second Junior Priority Documents and applicable Law, but only to the extent that the exercise of any such rights law and remedies is not otherwise inconsistent with the terms of this Agreement. In the event the Second Priority Secured Parties, as a result of the exercise of their rights as unsecured creditors are granted or otherwise hold a judgment lien in respect of Collateral, such lien shall be subject to the provisions of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Second Junior Priority Agent Representative or any other Second Junior Priority Secured Party of the required payments of interest and principal so long as such receipt is not the direct or indirect result of (a) the exercise by the applicable Second any Junior Priority Agent Representative or any other Second Priority JuniorPriority Secured Party of foreclosure rights or other remedies as a secured creditor in respect of Shared Collateral or other collateral or (including any right of setoffb) or the enforcement in contravention of this Agreement of any Lien in respect of Junior Priority Liens held by any of them or any other act in contravention of this Agreementthem. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the ABL Agent First Priority Representative or the ABL First Priority Secured Parties may have with respect to the ABL Priority Collateral, or any rights or remedies the Term Loan/Notes Agents or the Term Loan/Notes Secured Parties may have with respect to the Term Loan/Notes First Priority Collateral.

Rights as Unsecured Creditors. The Second Notwithstanding anything to the contrary in this Agreement, the Junior Priority Agents Representative and the other Second Junior Priority Secured Parties may exercise rights and remedies as an unsecured creditor creditors against any Grantor in respect of the Junior Priority Obligations in accordance with the terms of the Junior Priority Documents, including the acceleration of any indebtedness or other obligations owing under the Junior Priority Documents or the demand for payment under the guarantee in respect thereof, in each case in accordance with the terms of the applicable Second Junior Priority Documents and applicable Law, but only to the extent that the exercise of any such rights law and remedies is not otherwise inconsistent with the terms of this Agreement. In the event the Second Priority Secured Parties, as a result of the exercise of their rights as unsecured creditors are granted or otherwise hold a judgment lien in respect of Collateral, such lien shall be subject to the provisions of this Agreement. Nothing in this Agreement shall prohibit the receipt by any Second Junior Priority Agent Representative or any other Second Junior Priority Secured Party of the required payments of interest and principal so long as such receipt is not the direct or indirect result of (a) the exercise by the applicable Second any Junior Priority Agent Representative or any other Second Junior Priority Secured Party of foreclosure rights or other remedies as a secured creditor in respect of Shared Collateral or other collateral or (including any right of setoffb) or the enforcement in contravention of this Agreement of any Lien in respect of Junior Priority Liens held by any of them or any other act in contravention of this Agreementthem. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the ABL Agent First Priority Representative or the ABL First Priority Secured Parties may have with respect to the ABL Priority Collateral, or any rights or remedies the Term Loan/Notes Agents or the Term Loan/Notes Secured Parties may have with respect to the Term Loan/Notes First Priority Collateral.

Rights as Unsecured Creditors. The Second Priority Agents Except as otherwise set forth in this Agreement, the Term Loan Security Agent and the other Second Priority Term Loan Secured Parties may exercise rights and remedies as an unsecured creditor creditors against any Borrower or any other Grantor in accordance with the terms of the applicable Second Priority Term Loan Documents to which it is a party and applicable Law, but only to the extent that the exercise of any such rights and remedies is not inconsistent with the terms of law. Except as otherwise set forth in this Agreement. In the event the Second Priority Secured Parties, as a result of the exercise of their rights as unsecured creditors are granted or otherwise hold a judgment lien in respect of Collateral, such lien shall be subject to the provisions of this Agreement. Nothing nothing in this Agreement shall prohibit the receipt by any Second Priority the Term Loan Security Agent or any other Second Priority Term Loan Secured Party Parties of the required payments of interest interest, principal and principal other amounts in respect of the Term Loan Obligations so long as such receipt is not the direct or indirect result of the exercise by the applicable Second Priority Term Loan Security Agent or any other Second Priority Term Loan Secured Party Parties of foreclosure rights or other remedies as a secured creditor (including any right set off) in respect of setoff) the Revolving Facility First Lien Collateral in contravention of this Agreement or enforcement in contravention of this Agreement of any Lien held by any of them them. In the event the Term Loan Security Agent or any other act Term Loan Secured Party becomes a judgment lien creditor in contravention respect of Revolving Facility First Lien Collateral as a result of its enforcement of its rights as an unsecured creditor, such judgment lien shall be subordinated to the Liens securing Revolving Facility Obligations on the same basis as the other Liens on the Revolving Facility First Lien Collateral securing the Term Loan Obligations are so subordinated to such Revolving Facility Obligations under this Agreement. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the ABL Revolving Facility Security Agent or the ABL other Revolving Facility Secured Parties may have with respect to the ABL Priority Collateral, or any rights or remedies the Term Loan/Notes Agents or the Term Loan/Notes Secured Parties may have with respect to the Term Loan/Notes Priority Revolving Facility First Lien Collateral.