Common use of Rights as Unsecured Creditors Clause in Contracts

Rights as Unsecured Creditors. Except as otherwise expressly set forth in Section 2.4, or Section 3.1, the Second Lien Administrative Agent and the Second Lien Secured Parties may exercise rights and remedies available to unsecured creditors against any Grantor in accordance with the terms of the Second Lien Loan Documents and applicable law. Except as otherwise set forth in Section 2.1 and Section 4, nothing in this Agreement shall prohibit the receipt by the Second Lien Administrative Agent or any Second Lien Secured Parties of the required payments of interest and principal so long as such receipt is not the direct or indirect result of an Enforcement Action by the Second Lien Administrative Agent or any Second Lien Secured Parties against the Collateral or the exercise of rights or remedies as a secured creditor (including set-off or recoupment) or enforcement of any Lien held by any of them. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or the First Lien Secured Parties may have with respect to the Collateral. In the event that any Second Lien Secured Party becomes a judgment Lien creditor as a result of its enforcement of its rights as an unsecured creditor, such judgment Lien shall be subject to the terms of this Agreement for all purposes to the same extent as all other Liens securing the Second Lien Obligations subject to this Agreement.

Rights as Unsecured Creditors. (i) Except as otherwise expressly set forth in Section 2.4, or Section 3.1this Agreement, the Second Lien Administrative Security Agent and the Second Lien Secured Parties may exercise rights and remedies available to as unsecured creditors against the Borrower or any other Grantor in accordance with the terms of the Second Lien Loan Documents to which it is a party and applicable law. Except as otherwise set forth in Section 2.1 and Section 4this Agreement, nothing in this Agreement shall prohibit the receipt by the Second Lien Administrative Agent Security Agents or any Second Lien Secured Parties of the required payments of interest interest, principal and principal other amounts in respect of the Second Lien Obligations so long as such receipt is not the direct or indirect result of an Enforcement Action the exercise by the Second Lien Administrative Agent Security Agents or any Second Lien Secured Parties against the Collateral or the exercise of rights or remedies as a secured creditor (including set-off or recoupmentset off) in respect of the Collateral in contravention of this Agreement or enforcement in contravention of this Agreement of any Lien held by any of them. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or the First Lien Secured Parties may have with respect to the Collateral. In the event that any Second Lien Security Agent or any other Second Lien Secured Party becomes a judgment Lien creditor in respect of Collateral as a result of its enforcement of its rights as an unsecured creditor, such judgment Lien shall be subject subordinated to the terms of this Agreement for all purposes to Liens securing First Lien Obligations, on the same extent basis as all the other Liens on the Collateral securing the Second Lien Obligations subject are so subordinated to such First Lien Obligations under this Agreement.

Rights as Unsecured Creditors. Except as otherwise expressly set forth in Section 2.4Sections 2.1, or Section 3.13.1(d), 4 and 6 of this Agreement, the Second Lien Administrative Agent Lender and the Second Lien Secured Parties Claimholders may exercise rights and remedies available to as unsecured creditors against the Borrower or any Grantor Subsidiary Guarantor that has guaranteed the Second Lien Secured Obligations in accordance with the terms of the Second Lien Loan Credit Documents and applicable law. Except as otherwise set forth in Section 2.1 Sections 2.1, 3.1(d), 4 and Section 46 of this Agreement, nothing in this Agreement shall prohibit the receipt by the Second Lien Administrative Agent Lender or any Second Lien Secured Parties Claimholders of the required payments of interest and principal so long as such receipt is payments are not the direct or indirect result of an Enforcement Action the exercise by the Second Lien Administrative Agent Lender or any Second Lien Secured Parties against Claimholder (or the Collateral or the exercise Agent on their behalf) of rights or and remedies as a secured creditor (including set-off or recoupmentoff) or enforcement in contravention of this Agreement of any Second Lien held by any of themSecurity Interest. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or Collateral Agent, the First Lien Secured Parties Trustee or the other First Lien Claimholders may have with respect to the First Lien Collateral. In the event that any Second Lien Secured Party Claimholder becomes a judgment Lien lien creditor in respect of Collateral as a result of its enforcement of its rights as an unsecured creditor, such judgment Lien lien shall be subject to the terms of this Agreement for all purposes (including in relation to the First Lien Collateral and the First Lien Secured Obligations) to the same extent as all the other Liens securing the Second Lien Obligations Security Interests are subject to this Agreement.

Rights as Unsecured Creditors. Except as otherwise expressly set forth in Section 2.4, or Section 3.1, the The Second Lien Administrative Collateral Agent and the Second Lien Secured Parties Claimholders may exercise rights and remedies available to as unsecured creditors against any Grantor in accordance with the terms of the Second Lien Loan Documents and applicable law. Except as otherwise set forth in Section 2.1 and Section 42.01, nothing in this Agreement shall prohibit the receipt by the Second Lien Administrative Collateral Agent or any Second Lien Secured Parties Claimholders of the required payments of interest and principal so long as such receipt is not the direct or indirect result of an Enforcement Action the exercise by the Second Lien Administrative Collateral Agent or any Second Lien Secured Parties against the Collateral or the exercise Claimholders of rights or remedies as a secured creditor (including set-off or recoupment) or enforcement of any Lien held by any of them. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Collateral Agent or the First Lien Secured Parties Claimholders may have with respect to the Collateral, including, without limitation, rights under Section 4.02. In the event that any Second Lien Secured Party Claimholder becomes a judgment Lien creditor as a result of its enforcement of its rights as an unsecured creditor, such judgment Lien shall be subject to the terms of this Agreement for all purposes (including in relation to the Liens securing the First Lien Obligations) to the same extent as all other Liens securing the Second Lien Obligations (created pursuant to the Second Lien Collateral Documents) subject to this Agreement.

Rights as Unsecured Creditors. (i) Except as otherwise expressly set forth in Section 2.4, or Section 3.1this Agreement, the Second Lien Administrative ABL Agent and the Second Lien ABL Secured Parties may exercise rights and remedies available to as unsecured creditors against the Company or any other Grantor in accordance with the terms of the Second Lien Loan ABL Documents to which the ABL Agent or such ABL Secured Parties are party and applicable law. Except as otherwise set forth in Section 2.1 and Section 4this Agreement, nothing in this Agreement shall prohibit the receipt by the Second Lien Administrative ABL Agent or any Second Lien ABL Secured Parties of the required payments of interest interest, principal and principal other amounts in respect of the ABL Obligations so long as such receipt is not the direct or indirect result of an Enforcement Action the exercise by the Second Lien Administrative ABL Agent or any Second Lien ABL Secured Parties against the Collateral or the exercise Party of rights or remedies as a secured creditor (including set-off or recoupmentset off) in respect of the Term Loan Priority Collateral in contravention of this Agreement or enforcement in contravention of this Agreement of any Lien held by any of them. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or the First Lien Secured Parties may have with respect to the Collateral. In the event that the ABL Agent or any Second Lien other ABL Secured Party becomes a judgment Lien lien creditor in respect of Term Loan Priority Collateral as a result of its enforcement of its rights as an unsecured creditor, such judgment Lien lien shall be subject subordinated to (x) the terms of this Agreement for all purposes to Liens securing First-Lien Obligations and (y) the Liens securing Second-Lien Obligations, in each case, on the same extent basis as all the other Liens on the Term Loan Priority Collateral securing the Second ABL Obligations are so subordinated to such First-Lien Obligations subject to and Second-Lien Obligations, respectively, under this Agreement.

Rights as Unsecured Creditors. Except as otherwise expressly set forth in Section 2.4, or Section 3.1, The Subordinated Creditor and each of the Second Lien Administrative Agent and the Second Lien Secured Parties other Subordinated Claimholders may exercise rights and remedies available to as an unsecured creditors creditor against the Company or any Grantor Obligor in accordance with the terms of the Second Lien applicable Subordinated Loan Documents and applicable lawlaw to the extent such exercise is not inconsistent with, and does not constitute or result in a violation of, the terms of this Agreement. Except as otherwise set forth in Section 2.1 and Section 4, nothing Nothing in this Agreement shall prohibit the receipt by the Second Lien Administrative Agent Subordinated Creditor or any Second Lien Secured Parties other Subordinated Claimholders of the required payments of interest and principal so long as such receipt is not the direct or indirect result of an Enforcement Action the exercise by the Second Lien Administrative Agent Subordinated Creditor or any Second Lien Secured Parties against the Collateral or the exercise other Subordinated Claimholder of rights or remedies as a secured creditor (including set-off or recoupment) in respect of Collateral or enforcement in contravention of this Agreement of any Lien in respect of Subordinated Obligations held by any of them. Nothing them or is otherwise in violation of this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or the First Lien Secured Parties may have with respect to the CollateralAgreement. In the event that any Second Lien Secured Party Subordinated Creditor or any other Subordinated Claimholder becomes a judgment Lien lien creditor in respect of Collateral as a result of its enforcement of its rights as an unsecured creditorcreditor in respect of Subordinated Obligations, such judgment Lien lien shall be subject subordinated to the terms of this Agreement for all purposes to Liens securing Senior Obligations on the same extent basis as all the other Liens securing the Second Lien Subordinated Obligations subject are so subordinated to such Liens securing Senior Obligations under this Agreement.

Rights as Unsecured Creditors. (i) Except as otherwise expressly set forth in Section 2.4, or Section 3.1this Agreement, the Second First-Lien Administrative Security Agent and the Second First-Lien Secured Parties may exercise rights and remedies available to as unsecured creditors against the Company or any other Grantor in accordance with the terms of the Second First-Lien Loan Documents to which it is a party and applicable law. Except as otherwise set forth in Section 2.1 and Section 4this Agreement, nothing in this Agreement shall prohibit the receipt by the Second First-Lien Administrative Security Agent or any Second First-Lien Secured Parties of the required payments of interest interest, principal and principal other amounts in respect of the First-Lien Obligations so long as such receipt is not the direct or indirect result of an Enforcement Action the exercise by the Second First-Lien Administrative Security Agent or any Second First-Lien Secured Parties against the Collateral or the exercise of rights or remedies as a secured creditor (including set-off or recoupmentset off) in respect of the ABL Priority Collateral in contravention of this Agreement or enforcement in contravention of this Agreement of any Lien held by any of them. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or the First Lien Secured Parties may have with respect to the Collateral. In the event that the First-Lien Security Agent or any Second other First-Lien Secured Party becomes a judgment Lien lien creditor in respect of ABL Priority Collateral as a result of its enforcement of its rights as an unsecured creditor, such judgment Lien lien shall be subject subordinated to the terms of this Agreement for all purposes to Liens securing ABL Obligations on the same extent basis as all the other Liens on the ABL Priority Collateral securing the Second First-Lien Obligations subject are so subordinated to such ABL Obligations under this Agreement.

Rights as Unsecured Creditors. (a) Except as otherwise expressly set forth in Section 2.4, or Section 3.1this Agreement, the Second Lien Administrative Agent and the Second Lien ABL Obligations Secured Parties may exercise rights and remedies available to as unsecured creditors against the Company or any Grantor other Pledgor in accordance with the terms of the Second Lien Loan ABL Obligations Documents to which such ABL Obligations Secured Parties are party and applicable law, in each case to the extent not inconsistent with the provisions of this Agreement. Except as otherwise set forth in Section 2.1 and Section 4this Agreement, nothing in this Agreement shall prohibit the receipt by the Second Lien Administrative Agent or any Second Lien ABL Obligations Secured Parties of the required payments of interest interest, principal and principal other amounts in respect of the ABL Obligations so long as such receipt is not the direct or indirect result of an Enforcement Action by the Second Lien Administrative Agent or any Second Lien Secured Parties against the Collateral or the exercise by any ABL Obligations Secured Party of rights or remedies as a secured creditor (including setset off) in respect of the Non-off or recoupment) ABL Priority Collateral in contravention of this Agreement or enforcement in contravention of this Agreement of any Lien held by any of them. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or the First Lien Secured Parties may have with respect to the Collateral. In the event that any Second Lien ABL Obligations Secured Party becomes a judgment Lien lien creditor in respect of Non-ABL Priority Collateral as a result of its enforcement of its rights as an unsecured creditor, such judgment Lien lien shall be subject subordinated to the terms of this Agreement for all purposes to Liens securing Non-ABL Obligations, in each case, on the same extent basis as all the other Liens on the Non-ABL Priority Collateral securing the Second Lien ABL Obligations subject are so subordinated to such Non-ABL Obligations under this Agreement.

Rights as Unsecured Creditors. (i) Except as otherwise expressly set forth in Section 2.4, or Section 3.1this Agreement, the Second Lien Administrative ABL Agent and the Second Lien ABL Secured Parties may exercise rights and remedies available to as unsecured creditors against the Company or any other Grantor in accordance with the terms of the Second Lien Loan ABL Documents to which the ABL Agent or such ABL Secured Parties are party and applicable law. Except as otherwise set forth in Section 2.1 and Section 4this Agreement, nothing in this Agreement shall prohibit the receipt by the Second Lien Administrative ABL Agent or any Second Lien ABL Secured Parties of the required payments of interest interest, principal and principal other amounts in respect of the ABL Obligations so long as such receipt is not the direct or indirect result of an Enforcement Action the exercise by the Second Lien Administrative ABL Agent or any Second Lien ABL Secured Parties against the Collateral or the exercise Party of rights or remedies as a secured creditor (including set-off or recoupmentset off) in respect of the Term Loan Priority Collateral in contravention of this Agreement or enforcement in contravention of this Agreement of any Lien held by any of them. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or the First Lien Secured Parties may have with respect to the Collateral. In the event that the ABL Agent or any Second Lien other ABL Secured Party becomes a judgment Lien lien creditor in respect of Term Loan Priority Collateral as a result of its enforcement of its rights as an unsecured creditor, such judgment Lien lien shall be subject subordinated to the terms of this Agreement for all purposes to Liens securing Term Loan Obligations, on the same extent basis as all the other Liens on the Term Loan Priority Collateral securing the Second Lien ABL Obligations subject are so subordinated to such Term Loan Obligations under this Agreement.

Rights as Unsecured Creditors. Except as otherwise expressly set forth in Section 2.4, or Section 3.1, the Second Lien Administrative Agent and the (a) The Second Lien Secured Parties may exercise rights and remedies available to as unsecured creditors against the Company and any other Grantor in accordance with the terms of the Second Lien Loan Documents and applicable lawlaw so long as such rights and remedies do not violate any provision of this Agreement, including, without limitation, Sections 2.03, 2.04, 3.01, 3.02 and Article VI hereof. Except as otherwise set forth in Section 2.1 and Section 4, nothing Nothing in this Agreement shall prohibit the receipt by any of the Second Lien Administrative Agent or any Second Lien Secured Parties of the required payments of interest principal, premium, if any, interest, fees and principal other amounts due under the Second Lien Documents, so long as such receipt is not the direct or indirect result of an Enforcement Action the exercise in contravention of this Agreement by the Second Lien Administrative Agent or any Second Lien Secured Parties against the Collateral or the exercise Party of rights or remedies as a secured creditor in respect of Shared Collateral (including including, without limitation, rights of set-off or recoupmentoff) or enforcement is not otherwise in contravention of any Lien held by any of them. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or the First Lien Secured Parties may have with respect to the Collateralincluding, without limitation, Section 5.03(b) hereof. In the event that any Second Lien Secured Party becomes a judgment Lien lien creditor in respect of Shared Collateral as a result of its enforcement of its rights as an unsecured creditorcreditor in respect of Second Lien Obligations, such judgment Lien lien shall be subject subordinated to the terms of this Agreement for all purposes to Liens securing First Lien Obligations on the same extent basis as all the other Liens securing the Second Lien Obligations subject are so subordinated to such Liens securing First Lien Obligations under this Agreement.

Rights as Unsecured Creditors. (i) Except as otherwise expressly set forth in Section 2.4, or Section 3.1this Agreement, the Second Lien Administrative Term Loan Security Agent and the Second Lien Term Loan Secured Parties may exercise rights and remedies available to as unsecured creditors against the Company or any other Grantor in accordance with the terms of the Second Lien Term Loan Documents to which it is a party and applicable law. Except as otherwise set forth in Section 2.1 and Section 4this Agreement, nothing in this Agreement shall prohibit the receipt by the Second Lien Administrative Term Loan Security Agent or any Second Lien Term Loan Secured 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 an Enforcement Action the exercise by the Second Lien Administrative Term Loan Security Agent or any Second Lien Term Loan Secured Parties against the Collateral or the exercise of rights or remedies as a secured creditor (including set-off or recoupmentset off) in respect of the ABL Priority Collateral in contravention of this Agreement or enforcement in contravention of this Agreement of any Lien held by any of them. Nothing in this Agreement impairs or otherwise adversely affects any rights or remedies the First Lien Administrative Agent or the First Lien Secured Parties may have with respect to the Collateral. In the event that the Term Loan Security Agent or any Second Lien other Term Loan Secured Party becomes a judgment Lien lien creditor in respect of ABL Priority Collateral as a result of its enforcement of its rights as an unsecured creditor, such judgment Lien lien shall be subject subordinated to the terms of this Agreement for all purposes to Liens securing ABL Obligations on the same extent basis as all the other Liens on the ABL Priority Collateral securing the Second Lien Term Loan Obligations subject are so subordinated to such ABL Obligations under this Agreement.