Common use of Priority of Lien Clause in Contracts

Priority of Lien. Pursuant to that certain Pledge and Security Agreement dated as of June 30, 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “First Lien Security Agreement”), among the Debtor, the other grantors party thereto and the First Lien Collateral Agent, and that certain Pledge and Security Agreement dated as of June 30, 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “Second Lien Security Agreement”; and together with the First Lien Security Agreement, the “Security Agreements”), among the Debtor, the other grantors party thereto and the Second Lien Collateral Agent, the Debtor has granted a security interest in all of the Debtor’s rights in the Deposit Account referred to in Section 2 below to each of the First Lien Collateral Agent and the Second Lien Collateral Agent, respectively. The First Lien Collateral Agent and Second Lien Collateral Agent, the Debtor and the Financial Institution are entering into this Agreement to perfect each of the First Lien Collateral Agent’s and the Second Lien Collateral Agent’s security interests in such Deposit Account. As between the First Lien Collateral Agent and the Second Lien Collateral Agent, the First Lien Collateral Agent shall have a first priority security interest in such Deposit Account and the Second Lien Collateral Agent shall have a second priority security interest in such Deposit Account in accordance with the terms of the Intercreditor Agreement. The Financial Institution hereby acknowledges that it has received notice of the security interests of the First Lien Collateral Agent and the Second Lien Collateral Agent in such Deposit Account and hereby acknowledges and consents to such liens.

Priority of Lien. Pursuant to that certain Pledge and Security Agreement dated as of June 30, 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “[First Lien Security Agreement]”), among the Debtor, the other grantors party thereto and the First Lien Collateral AgentBank, and that certain Pledge and Security Agreement dated as of June 30, 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “Second Lien Security Agreement”; and together with the First Lien Security Agreement, the “Security Agreements”), among the Debtor, the other grantors party thereto and the Second Lien Collateral Agent, the Debtor has granted a security interest in all of the Debtor’s rights in the Deposit Account referred to in Section 2 below to each of the First Lien Collateral Agent Bank and the Second Lien Collateral Agent, respectively. The First Lien Collateral Agent Bank and Second Lien Collateral Agent, the Debtor and the Financial Institution are entering into this Agreement to perfect each of the First Lien Collateral AgentBank’s and the Second Lien Collateral Agent’s security interests in such Deposit Account. As between the First Lien Collateral Agent Bank and the Second Lien Collateral Agent, the First Lien Collateral Agent Bank shall have a first priority security interest in such Deposit Account and the Second Lien Collateral Agent shall have a second priority security interest in such Deposit Account in accordance with the terms of the Intercreditor Agreement. The Financial Institution hereby acknowledges that it has received notice of the security interests of the First Lien Collateral Agent Bank and the Second Lien Collateral Agent in such Deposit Account and hereby acknowledges and consents to such liens.

Priority of Lien. Pursuant to that certain Pledge and Security Agreement dated as of June 30February 4, 2010 2004 (as amended, restated, supplemented or otherwise modified from time to time, the “First Lien Security Agreement”"FIRST LIEN SECURITY AGREEMENT"), among the DebtorPledgor, the other grantors party thereto and the First Lien Collateral Agent, and that certain Pledge and Security Agreement dated as of June 30February 4, 2010 2004 (as amended, restated, supplemented or otherwise modified from time to time, the “Second Lien Security Agreement”"SECOND LIEN SECURITY AGREEMENT"; and together with the First Lien Security Agreement, the “Security Agreements”"SECURITY AGREEMENTS"), among the DebtorPledgor, the other grantors party thereto and the Second Lien Collateral Agent, the Debtor Pledgor has granted a security interest in all of the Debtor’s Pledgor's rights in the Deposit Account Pledged Shares referred to in Section 2 below to each of the First Lien Collateral Agent and the Second Lien Collateral Agent, respectively. The First Lien Collateral Agent and Second Lien Collateral Agent, the Debtor Pledgor and the Financial Institution Issuer are entering into this Agreement to perfect each of the First Lien Collateral Agent’s Agent and the Second Lien Collateral Agent’s 's security interests interest in such Deposit AccountPledged Shares. As between the First Lien Collateral Agent and the Second Lien Collateral Agent, the First Lien Collateral Agent shall have a first priority security interest in such Deposit Account Pledged Shares and the Second Lien Collateral Agent shall have a second priority security interest in such Deposit Account Pledged Shares in accordance with the terms of the Intercreditor Agreement. The Financial Institution Issuer hereby acknowledges that it has received notice of the security interests of the First Lien Collateral Agent and the Second Lien Collateral Agent in such Deposit Account Pledged Shares and hereby acknowledges and consents to such liens.

Priority of Lien. Pursuant to that certain Pledge and Security Agreement dated as of June 30, 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “First Lien Security Agreement”), among the Debtor, the other grantors party thereto and the First Lien Collateral AgentBank, and that certain Pledge and Security Agreement dated as of June 30, 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “Second Lien Security Agreement”; and together with the First Lien Security Agreement, the “Security Agreements”), among the Debtor, the other grantors party thereto and the Second Lien Collateral Agent, the Debtor has granted a security interest in all of the Debtor’s rights in the Deposit Securities Account referred to in Section 2 below to each of the First Lien Collateral Agent Bank and the Second Lien Collateral Agent, respectively. The First Lien Collateral Agent Bank and Second Lien Collateral Agent, the Debtor and the Financial Institution Securities Intermediary are entering into this Agreement to perfect each of the First Lien Collateral AgentBank’s and the Second Lien Collateral Agent’s security interests in such Deposit Securities Account. As between the First Lien Collateral Agent Bank and the Second Lien Collateral Agent, the First Lien Collateral Agent Bank shall have a first priority security interest in such Deposit Securities Account and the Second Lien Collateral Agent shall have a second priority security interest in such Deposit Securities Account in accordance with the terms of the Intercreditor Agreement. The Financial Institution Securities Intermediary hereby acknowledges that it has received notice of the security interests of the First Lien Collateral Agent Bank and the Second Lien Collateral Agent in such Deposit Securities Account and hereby acknowledges and consents to such liens.

Priority of Lien. Pursuant to that certain Pledge and Security Agreement dated as of June 30, 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “First Lien Security Agreement”), among the Debtor, the other grantors party thereto and the First Lien Collateral Agent, and that certain Pledge and Security Agreement dated as of June 30, 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “Second Lien Security Agreement”; and together with the First Lien Security Agreement, the “Security Agreements”), among the Debtor, the other grantors party thereto and the Second Lien Collateral Agent, the Debtor has granted a security interest in all of the Debtor’s rights in the Deposit Securities Account referred to in Section 2 below to each of the First Lien Collateral Agent and the Second Lien Collateral Agent, respectively. The First Lien Collateral Agent and Second Lien Collateral Agent, the Debtor and the Financial Institution Securities Intermediary are entering into this Agreement to perfect each of the First Lien Collateral Agent’s and the Second Lien Collateral Agent’s security interests in such Deposit Securities Account. As between the First Lien Collateral Agent and the Second Lien Collateral Agent, the First Lien Collateral Agent shall have a first priority security interest in such Deposit Securities Account and the Second Lien Collateral Agent shall have a second priority security interest in such Deposit Securities Account in accordance with the terms of the Intercreditor Agreement. The Financial Institution Securities Intermediary hereby acknowledges that it has received notice of the security interests of the First Lien Collateral Agent and the Second Lien Collateral Agent in such Deposit Securities Account and hereby acknowledges and consents to such liens.

Priority of Lien. Pursuant to that certain Pledge First Lien Guarantee and Security Collateral Agreement dated as of June 30November 10, 2010 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “First Lien Security Collateral Agreement”), among the DebtorPledgor, the other grantors party thereto and Xxxxxxx Xxxxx Credit Partners, L.P. (in such capacity, and together with its successors and assigns from time to time, the “First Lien Collateral Administrative Agent”), and that certain Pledge Second Lien Guarantee and Security Collateral Agreement dated as of June 30November 10, 2010 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Second Lien Security Collateral Agreement”; and together with the First Lien Security Collateral Agreement, the “Security Agreements”), among the DebtorPledgor, the other grantors party thereto thereto, the Second Lien Collateral Agent and the Second Lien Collateral Agent, Administrative Agent (as such term is defined therein) the Debtor Pledgor has granted a security interest in all of the DebtorPledgor’s rights in the Deposit Account Pledged Shares referred to in Section 2 below to each of the First Lien Collateral Administrative Agent and the Second Lien Collateral Agent, respectively. The First Lien Collateral Administrative Agent and Second Lien Collateral Agent, the Debtor Pledgor and the Financial Institution Issuer are entering into this Agreement to perfect each of the First Lien Collateral Administrative Agent’s , and the Second Lien Collateral Agent’s security interests in such Deposit AccountPledged Shares. As between the First Lien Collateral Administrative Agent and the Second Lien Collateral Agent, the First Lien Collateral Administrative Agent shall have a first priority security interest in such Deposit Account Pledged Shares and the Second Lien Collateral Agent shall have a second priority security interest in such Deposit Account Pledged Shares in accordance with the terms of the Intercreditor Agreement. The Financial Institution Issuer hereby acknowledges that it has received notice of the security interests of the First Lien Collateral Administrative Agent and the Second Lien Collateral Agent in such Deposit Account Pledged Shares and hereby acknowledges and consents to such liens.

Priority of Lien. Pursuant to that certain Pledge First Lien Guarantee and Security Collateral Agreement dated as of June 30November 10, 2010 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “First Lien Security Collateral Agreement”), among the DebtorPledgor, the other grantors party thereto and Xxxxxxx Xxxxx Credit Partners, L.P. (in such capacity, and together with its successors and assigns from time to time, the “First Lien Collateral Administrative Agent”), and that certain Pledge Second Lien Guarantee and Security Collateral Agreement dated as of June 30November 10, 2010 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Second Lien Security Collateral Agreement”; and together with the First Lien Security Collateral Agreement, the “Security Agreements”), among the DebtorPledgor, the other grantors party thereto and the Second Lien Collateral Agent, the Debtor Pledgor has granted a security interest in all of the DebtorPledgor’s rights in the Deposit Account Pledged Shares referred to in Section 2 below to each of the First Lien Collateral Administrative Agent and the Second Lien Collateral Agent, respectively. The First Lien Collateral Administrative Agent and Second Lien Collateral Agent, the Debtor Pledgor and the Financial Institution Issuer are entering into this Agreement to perfect each of the First Lien Collateral Administrative Agent’s , and the Second Lien Collateral Agent’s security interests in such Deposit AccountPledged Shares. As between the First Lien Collateral Administrative Agent and the Second Lien Collateral Agent, the First Lien Collateral Administrative Agent shall have a first priority security interest in such Deposit Account Pledged Shares and the Second Lien Collateral Agent shall have a second priority security interest in such Deposit Account Pledged Shares in accordance with the terms of the Intercreditor Agreement. The Financial Institution Issuer hereby acknowledges that it has received notice of the security interests of the First Lien Collateral Administrative Agent and the Second Lien Collateral Agent in such Deposit Account Pledged Shares and hereby acknowledges and consents to such liens.