Common use of Secured Hedge Agreements Clause in Contracts

Secured Hedge Agreements. In connection with the purchase option described in this Section 10.23, (w) no selling Revolving Lender shall be obligated to transfer pursuant to this Agreement, and the Term Lenders shall not be required to acquire (from any selling Revolving Lender) pursuant to this Agreement, any Obligations in respect of Secured Hedge Agreements; (x) all amounts owing to the selling Revolving Lenders and their respective Affiliates in respect of Obligations under Secured Hedge Agreements accrued through the latest date that the applicable selling Revolving Lender or its Affiliates was a Lender under this Agreement shall remain secured by the Collateral and the Administrative Agent hereby agrees that it will, or will cause any successor Administrative Agent appointed pursuant to this Agreement to, act as collateral agent for such selling Revolving Lender or its Affiliates in respect of such Obligations under Secured Hedge Agreements; (y) each Term Lender agrees in favor of each selling Revolving Lender and its Affiliates that it will not vote as a Lender in favor of any modification to this Agreement or the other Loan Documents that would in any way subordinate the priority of the Liens granted in and to the Collateral under this Agreement or the other Loan Documents in respect of Obligations under Secured Hedge Agreements or amend or otherwise modify this Agreement or any other Loan Document in a manner which would adversely affect the priority of application of proceeds of Collateral to the payment of any portion of the Obligations under Secured Hedge Agreements; and (z) without duplication of cash collateral otherwise provided, each Secured Party and its Affiliates shall be entitled to payment in respect of all such Obligations under Secured Hedge Agreements in accordance with the applicable provisions of this Agreement.

Secured Hedge Agreements. In connection No Hedge Bank that obtains the benefits of Section 8.03, any Guaranty or any Collateral by virtue of the provisions hereof or of any Guaranty or any Collateral Document shall have any right to notice of any action or to consent to, direct or object to any action hereunder or under any other Loan Document or otherwise in respect of the Collateral (including the release or impairment of any Collateral) other than in its capacity as a Lender and, in such case, only to the extent expressly provided in the Loan Documents; provided that the Lenders agree that they will not amend, modify or waive (x) the provisions of Section 8.03 in a manner that disproportionately and adversely affects the Hedge Banks as a group or (y) the provisions of any Loan Document in a manner that disproportionately renders unsecured the Hedge Banks as a group (it being understood that a release of Liens that is applicable to all Lenders in accordance with the purchase option described other provisions of the Loan Documents shall not be restricted by the terms of this proviso), in the case of each of clauses (x) and (y), without the consent of Lenders who are, or who are Affiliates of Persons who are, Hedge Banks holding a majority of the then outstanding Obligations under the Secured Hedge Agreements (as measured by the Swap Termination Value thereof). Notwithstanding any other provision of this Section 10.23Article IX to the contrary, (w) no selling Revolving Lender shall be obligated to transfer pursuant to this Agreement, and the Term Lenders Administrative Agent shall not be required to acquire (from any selling Revolving Lender) pursuant to this Agreementverify the payment of, any or that other reasonably satisfactory arrangements have been made with respect to, Obligations in respect of Secured Hedge Agreements; (x) all amounts owing to the selling Revolving Lenders and their respective Affiliates in respect of Obligations arising under Secured Hedge Agreements accrued through the latest date that the applicable selling Revolving Lender or its Affiliates was a Lender under this Agreement shall remain secured by the Collateral and unless the Administrative Agent hereby agrees that it willhas received written notice of such Obligations, or will cause any successor together with such supporting documentation as the Administrative Agent appointed may request, from the applicable Hedge Bank. Upon the request of the Administrative Agent at any time, the Hedge Banks shall provide to the Administrative Agent a summary of outstanding obligations under any Swap Contracts secured by a Lien on any asset of any Loan Party, as of such date as may be reasonably requested by the Administrative Agent, showing the aggregate amount of such obligations determined on a marked-to-market basis and such other information reasonably requested by the Administrative Agent. At the request of the Administrative Agent from time to time, the Hedge Banks shall provide to the Administrative Agent copies of any Swap Contracts pursuant to this Agreement to, act as collateral agent for such selling Revolving Lender or its Affiliates in respect of such Obligations under Secured Hedge Agreements; (y) each Term Lender agrees in favor of each selling Revolving Lender and its Affiliates that it will not vote as which obligations secured by a Lender in favor Lien on any asset of any modification to this Agreement or the other Loan Documents that would in any way subordinate the priority of the Liens granted in and to the Collateral under this Agreement or the other Loan Documents in respect of Obligations under Secured Hedge Agreements or amend or otherwise modify this Agreement or any other Loan Document in a manner which would adversely affect the priority of application of proceeds of Collateral to the payment of any portion of the Obligations under Secured Hedge Agreements; and (z) without duplication of cash collateral otherwise provided, each Secured Party and its Affiliates shall be entitled to payment in respect of all such Obligations under Secured Hedge Agreements in accordance with the applicable provisions of this Agreementhave been incurred.

Secured Hedge Agreements. In connection No Hedge Bank that obtains the benefits of Section 8.03, any Guaranty or any Collateral by virtue of the provisions hereof or of any Guaranty or any Collateral Document shall have any right to notice of any action or to consent to, direct or object to any action hereunder or under any other Loan Document or otherwise in respect of the Collateral (including the release or impairment of any Collateral) other than in its capacity as a Lender and, in such case, only to the extent expressly provided in the Loan Documents; provided that the Lenders agree that they will not amend, modify or waive (x) the provisions of Section 8.03 in a manner that disproportionately and adversely affects the Hedge Banks as a group or (y) the provisions of any Loan Document in a manner that disproportionately renders unsecured the Hedge Banks as a group (it being understood that a release of Liens that is applicable to all Lenders in accordance with the purchase option described other provisions of the Loan Documents shall not be restricted by the terms of this proviso), in the case of each of clauses (x) and (y), without the consent of Lenders who are, or who are Affiliates of Persons who are, Hedge Banks holding a majority of the then outstanding Obligations under the Secured Hedge Agreements (as measured by the Swap Termination Value thereof). Notwithstanding any other provision of this Section 10.23Article IX to the contrary, (w) no selling Revolving Lender shall be obligated to transfer pursuant to this Agreement, and the Term Lenders 125 Administrative Agent shall not be required to acquire (from any selling Revolving Lender) pursuant to this Agreementverify the payment of, any or that other reasonably satisfactory arrangements have been made with respect to, Obligations in respect of Secured Hedge Agreements; (x) all amounts owing to the selling Revolving Lenders and their respective Affiliates in respect of Obligations arising under Secured Hedge Agreements accrued through the latest date that the applicable selling Revolving Lender or its Affiliates was a Lender under this Agreement shall remain secured by the Collateral and unless the Administrative Agent hereby agrees that it willhas received written notice of such Obligations, or will cause any successor together with such supporting documentation as the Administrative Agent appointed may request, from the applicable Hedge Bank. Upon the request of the Administrative Agent at any time, the Hedge Banks shall provide to the Administrative Agent a summary of outstanding obligations under any Swap Contracts secured by a Lien on any asset of any Loan Party, as of such date as may be reasonably requested by the Administrative Agent, showing the aggregate amount of such obligations determined on a marked-to-market basis and such other information reasonably requested by the Administrative Agent. At the request of the Administrative Agent from time to time, the Hedge Banks shall provide to the Administrative Agent copies of any Swap Contracts pursuant to this Agreement to, act as collateral agent for such selling Revolving Lender or its Affiliates in respect of such Obligations under Secured Hedge Agreements; (y) each Term Lender agrees in favor of each selling Revolving Lender and its Affiliates that it will not vote as which obligations secured by a Lender in favor Lien on any asset of any modification to this Agreement or the other Loan Documents that would in any way subordinate the priority of the Liens granted in and to the Collateral under this Agreement or the other Loan Documents in respect of Obligations under Secured Hedge Agreements or amend or otherwise modify this Agreement or any other Loan Document in a manner which would adversely affect the priority of application of proceeds of Collateral to the payment of any portion of the Obligations under Secured Hedge Agreements; and (z) without duplication of cash collateral otherwise provided, each Secured Party and its Affiliates shall be entitled to payment in respect of all such Obligations under Secured Hedge Agreements in accordance with the applicable provisions of this Agreementhave been incurred.