Each Grantor hereby consents to the provisions of this Agreement and the intercreditor arrangements provided for herein and agrees that the obligations of the Grantors under the ABL Facility Security Documents and the First-Lien Security Documents will in no way be diminished or otherwise affected by such provisions or arrangements (except as expressly provided herein, including under Section 2.05 and Section 6.11).
If the new Term Loan Obligations under the new Term Loan Documents are secured by assets of the Grantors of the type constituting Term Loan First Lien Collateral that do not also secure the ABL Facility Obligations, then the ABL Facility Obligations shall be secured at such time by a Second Priority Lien on such assets to the same extent provided in the ABL Facility Security Documents with respect to the other Term Loan First Lien Collateral.
Pending such delivery to the Applicable Possessory Collateral Agent, each other Collateral Agent agrees to hold any Possessory Collateral as gratuitous bailee for the benefit of each other Secured Party and any assignee, solely for the purpose of perfecting the security interest granted in such Possessory Collateral, if any, pursuant to the applicable ABL Facility Security Documents or First-Lien Security Documents, in each case subject to the terms and conditions of this Section 2.12.
Each Possessory Collateral Agent agrees to hold the Possessory Collateral that is in its possession or control (or in the possession or control of its agents or bailees) as gratuitous bailee for the benefit of each Secured Party and any assignee solely for the purpose of perfecting the security interest granted in such Possessory Collateral pursuant to the ABL Facility Security Documents or the First-Lien Security Documents, subject to the terms and conditions of this Section 2.12.
In the case of ABL Priority Collateral, FIRST, to the payment in full of the ABL Obligations in accordance with Section 4.02 of the ABL Facility Security Agreement and the other applicable provisions of the ABL Facility Security Documents, and SECOND, to the First-Lien Collateral Agent for distribution in accordance with the First-Priority Lien Obligations Documents (including any intercreditor agreements with respect thereto).