Common use of Provisions Solely to Define Relative Rights Clause in Contracts

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one another. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one another. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to or will amend, waive or otherwise modify the provisions of the Term Notes Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Notes Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Notes Facility Document Document, or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Common Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations ABL Facility Secured Parties and the SecondFirst-Priority Lien Obligations Secured Parties in relation to one another. None of Holdings, the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and or Article VVI) is intended to or will amend, waive or otherwise modify the provisions of the Term First-Lien Revolving Facility, the RBL ABL Facility, the Indenture or any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of Holdings, the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, Article V and Article VVI). Nothing in this Agreement is intended to or shall impair the obligations of Holdings, the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL ABL Facility Document, any Term First-Lien Revolving Facility Document, any Other First-Priority Lien Obligations Note Document or any Other SecondFirst-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this AgreementAgreement or any First-Lien Revolving Facility Document, any Term Facility First-Lien Note Document or any Other SecondFirst-Priority Lien Obligations Document, as the case may be, Document with respect to any RBL ABL Priority Collateral in any manner that would cause a default under any RBL ABL Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, Agreement or any RBL ABL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term First-Lien Revolving Facility Document, First-Lien Note Document or any other Other SecondFirst-Priority Lien Obligations Document.

Provisions Solely to Define Relative Rights. The ------------------------------------------- provisions of this Agreement Article 15 are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Holders of Securities of any series (or any Coupons appertaining thereto) on the one hand and the Second-Priority Lien Obligations Secured Parties holders of Senior Indebtedness on the other hand. Nothing contained in relation to one another. None this Article 15 or elsewhere in the Indenture or in the Securities of the Company, any other Grantor such series (or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article VCoupons appertaining thereto) is intended to or will amendshall (a) impair, waive as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of Securities of such series (or otherwise modify the provisions of the Term Facilityany Coupons appertaining thereto), the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none obligation of the Company, or any other Grantor may rely on which is absolute and unconditional (and which, subject to the terms hereof (other than Sections 2.05rights under this Article 15 of the holders of Senior Indebtedness, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement is intended to or shall impair the rank equally with all other general obligations of the Company or any other Grantor, which are absolute and unconditionalCompany), to pay to the Obligations Holders of Securities of such series (or any Coupons appertaining thereto) the principal of (and premium, if any) and interest on, the Securities of such series (or any Coupons appertaining thereto) as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to ; or (b) affect the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document relative rights against the Company of the Holders of Securities of such series (or any Other Second-Priority Lien Obligations Document, Coupons appertaining thereto) and creditors of the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations DocumentCompany, as the case may be, with respect to other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any RBL Priority Collateral in Securities of such series (or any manner that would cause a Coupons appertaining thereto) from exercising all remedies otherwise permitted by applicable law upon default under any RBL Facility Document this Indenture, subject to the rights, if any, under this Article 15 of the holders of Senior Indebtedness to receive cash, property and securities otherwise payable or any Other First-Priority Lien Obligations Document, deliverable to the Trustee or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentsuch Holder.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Revolving Facility Secured Parties Parties, on the one hand, and the Second-Priority Lien Obligations Term Debt Secured Parties in relation to one anotherParties, on the other hand. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section Sections 2.05, 2.06, 2.10, 2.11 and or Article VVII) is intended to or will amend, waive or otherwise modify the provisions of the Revolving Facility Credit Agreement or the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Debt Documents), and none of neither the Company, or Company nor any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, Article VI and Article VVII). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations under the Term Debt Documents and the Revolving Facility Documents as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or herein, in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Debt Document or any Other Second-Priority Lien Obligations Revolving Facility Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, Agreement or any Term Facility Debt Document or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Revolving Facility First Lien Collateral in any manner that would cause a default under any RBL Revolving Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, Agreement or any RBL Revolving Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Term Debt First Lien Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Debt Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement Article XIV are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Holders on the one hand and the Second-Priority Lien Obligations Secured Parties in relation to one anotherholders of Senior Indebtedness and Guarantor Senior Indebtedness on the other hand. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided Nothing contained in this Agreement (provided that nothing Article XIV or elsewhere in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to Indenture or will amend, waive or otherwise modify in the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement Securities is intended to or shall impair (a) impair, as among the Company, its creditors (other than holders of Senior Indebtedness) and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional (and which, subject to the rights under this Article XIV of the holders of Senior Indebtedness, is intended to rank equally with all other general obligations of the Company or any other Grantor, which are absolute and unconditional, Company) to pay to the Obligations Holders of the Securities the principal of (premium, if any) and interest on the Securities as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything ; or (b) impair, as among the Guarantors, their creditors (other than holders of Guarantor Senior Indebtedness) and the Holders of the Securities, the obligation of the Guarantors, which is absolute and unconditional (and which, subject to the contrary herein rights under this Article XIV of the holders of Guarantor Senior Indebtedness, is intended to rank equally with all other general obligations of the Guarantors) to pay to the Holders of the Securities the principal of (premium, if any) and interest on the Securities as and when the same shall become due and payable in accordance with their terms; or in (c) affect the relative rights against the Company of the Holders of the Securities and creditors of the Company (other than the holders of Senior Indebtedness) or the relative rights against the Guarantors of the Holders of the Securities and creditors of the Guarantors (other than the Holders of Guarantor Senior Indebtedness); or (d) prevent the Trustee or the Holder of any RBL Facility DocumentSecurity from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, any Term Facility Documentsubject to the rights, any Other First-Priority Lien Obligations Document if any, under this Article XIV of the holders of Senior Indebtedness and Guarantor Senior Indebtedness to receive cash, property and securities otherwise payable or any Other Second-Priority Lien Obligations Document, deliverable to the Grantors shall not be required to act Trustee or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations Documentsuch Holder. The holders of the Senior Indebtedness and the Senior Credit Facilities Agent, as the case may be, with respect shall be entitled to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Documentenforce the provisions of this Article XIV against the Company, or (b) pursuant to this Agreementthe Guarantors, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations DocumentHolders of the Securities and the Trustee.

Provisions Solely to Define Relative Rights. The Except as otherwise provided, the provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Revolving Facility Secured Parties, on the one hand, and the Shared Obligations Secured Parties and Parties, as the Second-Priority Lien Obligations Secured Parties in relation to one anothercase may be, on the other hand. None of the CompanyHoldings, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section Sections 2.05, 2.06, 2.10, 2.11 and or Article VVII) is intended to or will amend, waive or otherwise modify the provisions of the Term FacilityRevolving Facility Credit Agreement, the RBL FacilityNotes Indenture, any Other First-Priority Lien Obligations Future Indentures, the Term Facility Credit Documents Agreement or any Other Second-Priority Lien Obligations Future Term Facility Credit DocumentsAgreement), and none of the Company, or neither Holdings nor any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, Article VI and Article VVII). Nothing in this Agreement is intended to or shall impair the obligations of the Company Holdings or any other Grantor, which are absolute and unconditional, to pay the Obligations under the Secured Documents as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Secured Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this AgreementAgreement or any Shared Obligations Debt Document, any the Other Secured Agreements (as defined under the Term Facility Document or any Other Second-Priority Lien Obligations Document, as the case may be, Credit Agreement) with respect to any RBL Priority Revolving Facility First Lien Collateral in any manner that would cause a default under any RBL Revolving Facility Document or any Other First-Priority Lien Obligations Debt Document, or (b) pursuant to this Agreement, Agreement or any RBL Revolving Facility Debt Document or any Other First-Priority Lien Obligations Document, Secured Agreement (as defined in the case may be, Revolving Facility Credit Agreement) with respect to any Term/Notes Priority Shared First Lien Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Shared Obligations Debt Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Revolving Facility Secured Parties Parties, on the one hand, and the Second-Priority Lien Obligations Noteholder Secured Parties in relation to one anotherParties, on the other hand. None of Holdings, the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section Sections 2.05, 2.06, 2.10, 2.11 and or Article VVII) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, Credit Agreement or the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit DocumentsIndenture), and none of neither the Company, or Company nor any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, Article VI and Article VVII). Nothing in this Agreement is intended to or shall impair the obligations of Holdings, the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations under the Noteholder Documents and the Revolving Facility Documents as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or herein, in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Noteholder Document or any Other Second-Priority Lien Obligations Revolving Facility Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document Agreement or any Other Second-Priority Lien Obligations Document, as the case may be, Noteholder Document with respect to any RBL Priority Revolving Facility First Lien Collateral in any manner that would cause a default under any RBL Revolving Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, Agreement or any RBL Revolving Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Noteholder First Lien Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Noteholder Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Revolving Facility Secured Parties, the First-Lien Note Secured Parties and the Secondeach Other First-Priority Lien Obligations Secured Parties Parties, in relation to one another. None of Holdings, the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and or Article VVI) is intended to or will amend, waive or otherwise modify the provisions of the Term First-Lien Revolving Facility, the RBL Facility, Indenture or any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of Holdings, the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, Article V and Article VVI). Nothing in this Agreement is intended to or shall impair the obligations of Holdings, the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or herein, in any RBL First-Lien Revolving Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Note Document or any Other SecondFirst-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Collateral Agreement in any manner that would cause a default under any RBL First-Lien Revolving Facility Document, First-Lien Note Document or any such Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Document.

Provisions Solely to Define Relative Rights. The Except as otherwise provided, the provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Revolving US Facility Secured Parties Parties, the Revolving Foreign Facility Secured Parties, and the Second-Priority Lien Obligations Term Facility Secured Parties in relation to one anotherParties. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section Sections 2.05, 2.06, 2.10, 2.11 and or Article VVII) is intended to or will amend, waive or otherwise modify the provisions of the Revolving Facility Credit Agreement or the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Facility Credit Documents or any Other Second-Priority Lien Obligations Credit DocumentsAgreement), and none of neither the Company, or Company nor any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, Article VI and Article VVII). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations under the Secured Documents as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Secured Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, Agreement or any Term Facility Document or any Other Second-Priority Lien Obligations Debt Document, the Secured Cash Management Agreements, the Secured Hedge Agreements or the Secured Specified Credit Agreements, in each case as defined in the case may beTerm Facility Credit Agreement, with respect to any RBL Priority Revolving Facility First Lien Collateral in any manner that would cause a default under any RBL Revolving Facility Document or any Other First-Priority Lien Obligations Debt Document, or (b) pursuant to this Agreement, Agreement or any RBL Revolving Facility Debt Document or any Other First-Priority Lien Obligations Document, Secured Cash Management Agreement (as defined in the case may be, Revolving Facility Credit Agreement) with respect to any Term/Notes Priority Term Facility First Lien Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Debt Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one another. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.04, 2.05, 2.062.08, 2.10, 2.11 and 2.09 or Article V) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, the RBL Facility, Credit Agreement or any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit DocumentsAgreements), and none of the Company, Company or any other Grantor may rely on the terms hereof (other than Sections 2.04, 2.05, 2.062.08, 2.10, 2.11 2.09 and Article V). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the First-Priority Obligations as and when the same shall become due and payable in accordance with their terms.Authorized Representatives. Notwithstanding anything Each of the Authorized Representative under the Credit Agreement and the Initial Other Authorized Representative is executing and delivering this Agreement solely in its capacity as such and pursuant to directions set forth in the contrary herein Credit Agreement or the Initial Other First Priority Agreement, as applicable; and in so doing, neither the Authorized Representative under the Credit Agreement nor the Initial Other Authorized Representative shall be responsible for the terms or sufficiency of this Agreement for any purpose. Each of the Authorized Representative under the Credit Agreement and the Initial Other Authorized Representative shall not have duties or obligations under or pursuant to this Agreement other than such duties expressly set forth in this Agreement as duties on its part to be performed or observed. In entering into this Agreement, or in taking (or forbearing from) any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document action under or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document each of the Authorized Representative under the Credit Agreement and the Initial Other Authorized Representative shall have and be protected by all of the rights, immunities, indemnities and other protections granted to it under the Credit Agreement or any the Initial Other Second-First Priority Lien Obligations DocumentAgreement, as the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentapplicable.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one anotherParties. None of the CompanyIssuer, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section Sections 2.05, 2.06, 2.10, 2.11 and 2.11, 2.12, 2.13 or Article VVII to the extent expressly provided therein) is intended to or will amend, waive or otherwise modify the provisions of the Term Facilityany ABL Document, the RBL FacilityNotes Priority Document, any Other First-Priority Second Lien Obligations Credit Documents Document or any Other Second-Priority Subordinated Lien Obligations Credit DocumentsDocument), and none of neither the Company, or Issuer nor any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, 2.12, 2.13, Article VI and Article VVII). Nothing in this Agreement is intended to or shall impair the obligations of the Company Issuer or any other Grantor, which are absolute and unconditional, to pay the Obligations under the ABL Documents, Notes Priority Documents, Second Lien Documents and Subordinated Lien Documents as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or herein, in any RBL Facility ABL Document, any Term Facility Notes Priority Document, any Other First-Priority Second Lien Obligations Document or any Other Second-Priority Subordinated Lien Obligations Document, the Grantors shall not be he required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document Agreement or any Other Second-Priority Lien Obligations Document, as the case may be, applicable document with respect to any RBL ABL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Documentapplicable document, or (b) pursuant to this Agreement, any RBL Facility Document Agreement or any Other First-Priority Lien Obligations Document, as the case may be, applicable document with respect to any Term/Notes Note Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentapplicable document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one another. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document Document, or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Common Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement Article are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Holders of the Securities or the Guarantees, as the case may be, on the one hand and the Second-Priority Lien Obligations Secured Parties in relation to one another. None holders of Senior Debt of the CompanyCorporation and the Guarantor, any respectively, on the other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided hand. Nothing contained in this Agreement (provided that nothing Article or elsewhere in this Agreement (other than Section 2.05Indenture or in the Securities or Guarantees, 2.06as the case may be, 2.10, 2.11 and Article V) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement is intended to or shall impair (a) impair, as between the Corporation or the Guarantor, as the case may be, and the Holders of the Securities and the Guarantees, respectively, the obligations of the Company Corporation or any other Grantorthe Guarantor, as the case may be, which are absolute and unconditional, to pay to the Obligations Holders of the Securities or the Guarantees, as the case may be, the principal of (and premium, if any) and interest (including any Additional Interest) on the Securities or the Guarantees, as the case may be, as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to ; or (b) affect the contrary herein relative rights against the Corporation or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations DocumentGuarantor, as the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Documentof the Holders of the Securities and the Guarantees, as the case may be, with respect and creditors of the Corporation and the Guarantor, respectively, other than their rights in relation to the holders of Senior Debt of the Corporation or the Guarantor, as the case may be; or (c) prevent the Trustee or the Holder of any Term/Notes Priority Collateral Security (or to the extent expressly provided herein, the holder of any Capital Security) or Guarantee, as the case may be, from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, including filing and voting claims in any manner that would cause a default Proceeding, subject to the rights, if any, under any Term Facility Document this Article of the holders of Senior Debt of the Corporation or any other Other Second-Priority Lien Obligations Documentthe Guarantor, as the case may be, to receive cash, property and securities otherwise payable or deliverable to the Trustee or such Holder.

Provisions Solely to Define Relative Rights. The provisions of this Agreement Article are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Holders of the Securities and coupons on the one hand and the Second-Priority Lien Obligations Secured Parties in relation to one another. None holders of Senior and Senior Subordinated Debt of the Company, any Issuer on the other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided hand. Nothing contained in this Agreement (provided that nothing Article or elsewhere in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to Indenture or will amend, waive or otherwise modify in the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement 103 Securities is intended to or shall impair (a) impair, as among the obligations Issuer, its creditors and the Holders of the Company or any other GrantorSecurities and coupons, if any, appertaining thereto, the obligation of the Issuer, which are is absolute and unconditional, to pay to the Obligations Holders of the Securities and coupons, if any, appertaining thereto the principal of (and premium, if any, on) and interest on the Securities as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything terms or impair, as among the Guarantor, its creditors and the Holders of the Securities and coupons, if any, appertaining thereto, the obligations of the Guarantor under any Guarantees, which are also absolute and unconditional; (b) affect the relative rights against the Issuer of the Holders of the Securities and coupons and creditor of the Issuer other than the holders of Senior and Senior Subordinated Debt of the Issuer or affect the relative rights against the Guarantor of the Holders of the Securities and coupons; or (c) prevent the Trustee or the Holder of any Security or any coupon from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the contrary herein or rights, if any, under this Article, of the holders of Senior and Senior Subordinated Debt of the Issuer (i) in any RBL Facility Documentcase, any Term Facility Documentproceeding, any Other First-Priority Lien Obligations Document dissolution, liquidation or any Other Second-Priority Lien Obligations Documentother winding up, assignment for the Grantors shall not be required benefit of creditors or other marshalling of assets and liabilities of the Issuer referred to act or refrain from acting (a) in Section 15.02, to receive, pursuant to this Agreementand in accordance with such Section, any Term Facility Document cash, property and securities otherwise payable or any Other Second-Priority Lien Obligations Document, as deliverable to the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document Trustee or any Other First-Priority Lien Obligations Documentsuch Holder, or (bii) pursuant under the conditions specified in Section 15.03, to this Agreement, prevent any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentpayment prohibited by such Section.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one another. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and or Article VVI) is intended to or will amend, waive or otherwise modify the provisions of the Senior Secured Term Facility, the RBL Facility, the Senior Secured Notes Indenture, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, Article V and Article VVI). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Senior Secured Notes Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document, Senior Secured Notes Document or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document, Senior Secured Notes Document or any other Other Second-Priority Lien Obligations Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one another. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.04, 2.05, 2.062.08, 2.10, 2.11 and 2.09 or Article V) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, the RBL Facility, 2011 Credit Agreement or any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit DocumentsAgreements), and none of the Company, Company or any other Grantor may rely on the terms hereof (other than Sections 2.04, 2.05, 2.062.08, 2.10, 2.11 2.09 and Article V). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the First-Priority Obligations as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything 25 SECTION 5.13 Authorized Representatives Each of the 2011 Administrative Agent and the 2014 Administrative Agent is executing and delivering this Agreement solely in its capacity as such and pursuant to directions set forth in the contrary herein 2011 Credit Agreement or the 2014 Credit Agreement, as applicable; and in so doing, neither the 2011 Administrative Agent nor the 2014 Administrative Agent shall be responsible for the terms or sufficiency of this Agreement for any purpose. Each of the 2011 Administrative Agent and the 2014 Administrative Agent shall not have duties or obligations under or pursuant to this Agreement other than such duties expressly set forth in this Agreement as duties on its part to be performed or observed. In entering into this Agreement, or in taking (or forbearing from) any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document action under or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document each of the 2011 Administrative Agent and the 2014 Administrative Agent shall have and be protected by all of the rights, immunities, indemnities and other protections granted to it under the 2011 Credit Agreement or any Other Second-Priority Lien Obligations Documentthe 2014 Credit Agreement, as the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Document.applicable. SECTION 5.14

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one another. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to or will amend, waive or otherwise modify the provisions of the Senior Secured Term Facility, the RBL Facility, the Senior Secured Notes Indenture, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Senior Secured Notes Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document, Senior Secured Notes Document or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document, Senior Secured Notes Document or any other Other Second-Priority Lien Obligations Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement Article 15 are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Holders of Securities of any series (or any Coupons appertaining thereto) on the one hand and the Second-Priority Lien Obligations Secured Parties holders of Senior Debt on the other hand. Nothing contained in relation to one another. None this Article 15 or elsewhere in the Indenture or in the Securities of the Company, any other Grantor such series (or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article VCoupons appertaining thereto) is intended to or will amendshall (a) impair, waive as among the Company, its creditors other than holders of Senior Debt and the Holders of Securities of such series (or otherwise modify the provisions of the Term Facilityany Coupons appertaining thereto), the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none obligation of the Company, or any other Grantor may rely on which is absolute and unconditional (and which, subject to the terms hereof (other than Sections 2.05rights under this Article 15 of the holders of Senior Debt, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement is intended to or shall impair the rank equally with all other general obligations of the Company or any other Grantor, which are absolute and unconditionalCompany), to pay to the Obligations Holders of Securities of such series (or any Coupons appertaining thereto) the principal of (and premium, if any) and interest on, the Securities of such series (or any Coupons appertaining thereto) as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to ; or (b) affect the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document relative rights against the Company of the Holders of Securities of such series (or any Other Second-Priority Lien Obligations Document, Coupons appertaining thereto) and creditors of the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations DocumentCompany, as the case may be, with respect to other than the holders of Senior Debt; or (c) prevent the Trustee or the Holder of any RBL Priority Collateral in Securities of such series (or any manner that would cause a Coupons appertaining thereto) from exercising all remedies otherwise permitted by applicable law upon default under any RBL Facility Document this Indenture, subject to the rights, if any, under this Article 15 of the holders of Senior Debt to receive cash, property and securities otherwise payable or any Other First-Priority Lien Obligations Document, deliverable to the Trustee or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentsuch Holder.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Bridge Loan Agent on the one hand and the Second-Priority Controlling First Lien Obligations Pari Passu Debt Agent and the First Lien Pari Passu Secured Parties in relation to one anotherParties, on the other hand. None of the CompanyBridge Loan Parties, any other Grantor or the First Lien Pari Passu Parties nor any other creditor thereof shall have any rights or obligations hereunder, hereunder except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents)set forth herein, and none of the Company, Bridge Loan Parties or any other Grantor the First Lien Pari Passu Parties may rely on the terms hereof (other than Sections 2.05hereof, 2.06, 2.10, 2.11 and Article V)except to the extent of rights and/or obligations expressly provided hereunder. Nothing in this Agreement is intended to or shall impair the obligations of the Company any Bridge Loan Party or any other GrantorFirst Lien Pari Passu Party, which are absolute and unconditional, to pay the Bridge Loan Obligations and the First Lien Pari Passu Obligations, respectively, as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations DocumentEach of Bridge Loan Agent, the Grantors Controlling First Lien Pari Passu Debt Agent and the First Lien Pari Passu Secured Parties shall be responsible for managing its financial relationships with their respective First Lien Pari Passu Parties and Bridge Loan Parties, and none shall be deemed to be the agent of the other for any purpose. Any of the Bridge Loan Agent, Controlling First Lien Pari Passu Debt Agent and any First Lien Pari Passu Secured Party may alter, amend, supplement, release, discharge or otherwise modify any terms of its respective agreements with First Lien Pari Passu Parties and Bridge Loan Parties without notice to or consent of the other, including, without limitation, increasing the indebtedness under any such agreements or extending the time for repayment thereof. Any such alterations, amendments, supplements, releases, discharges, or modifications shall not be required to act or refrain from acting affect the rights, remedies and/or duties of the Bridge Loan Agent (aon behalf of itself and the Bridge Loan Claimholders) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority and the Controlling First Lien Obligations Document, as Pari Passu Debt Agent (on behalf of itself and the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority First Lien Obligations Document, or (bPari Passu Claimholders) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documenthereunder.

Provisions Solely to Define Relative Rights. The provisions of this Agreement Article Fifteen are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Holders of the Guaranteed Securities on the one hand and the Second-Priority Lien Obligations Secured Parties in relation to one anotherholders of Guarantor Senior Indebtedness on the other hand. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided Nothing contained in this Agreement (provided that nothing Article Fifteen or elsewhere in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to Indenture or will amend, waive in the Guaranteed Securities or otherwise modify the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement Guarantee is intended to or shall impair (a) impair, as among the obligations Guarantor, its creditors other than holders of Guarantor Senior Indebtedness and the Holders of the Company or any other GrantorGuarantor Securities, the obligation of the Guarantor, which are is absolute and unconditional, to pay guarantee the Obligations payment to the Holders of the Guaranteed Securities of the principal of, premium, if any, and interest, if any, on the Guaranteed Securities as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, ; or (b) affect the relative rights of the Holders of the Guaranteed Securities and creditors of the Guarantor other than the holders of Guarantor Senior Indebtedness; or (c) prevent the Trustee for the Guaranteed Securities of such series or the Holder of any Guaranteed Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article Fifteen of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Guarantor, referred to in Section 1502, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to such Trustee or such Holder, or (2) under the conditions specified in Section 1503, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 1503. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Guaranteed Securities pursuant to the Guarantee of any series by reason of any provision of this Agreement, any RBL Facility Document Article Fifteen shall not be construed as preventing the occurrence of a Default or any Other First-Priority Lien Obligations Document, as the case may be, an Event of Default with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentof the Guaranteed Securities of such series.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Revolving Facility Secured Parties Parties, on the one hand, and the Second-Priority Lien Obligations Noteholder Secured Parties in relation to one anotherParties, on the other hand. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section Sections 2.05, 2.06, 2.10, 2.11 and or Article VVII) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, Credit Agreement or the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit DocumentsIndenture), and none of neither the Company, or Company nor any other Grantor may rely on the terms hereof (other than Sections 2.01(b), 2.05, 2.06, 2.10, 2.11 2.11, Article VI and Article VVII). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the Obligations under the Noteholder Documents and the Revolving Facility Documents as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or herein, in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Noteholder Document or any Other Second-Priority Lien Obligations Revolving Facility Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document Agreement or any Other Second-Priority Lien Obligations Document, as the case may be, Noteholder Document with respect to any RBL Priority Revolving Facility First Lien Collateral in any manner that would cause a default under any RBL Revolving Facility Document or any Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, Agreement or any RBL Revolving Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Noteholder First Lien Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Noteholder Document.

Provisions Solely to Define Relative Rights. The subordination provisions of this Agreement Article Ten are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Holders of the Notes on the one hand and the Second-Priority Lien Obligations Secured Parties holders of Guarantor Senior Indebt- edness of Holding and, to the extent set forth in relation to one anotherSection 10.06, holders of Designated Senior Indebtedness on the other hand. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided Nothing contained in this Agreement (provided that nothing Article Ten or else- where in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to Indenture or will amend, waive or otherwise modify in the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement Notes is intended to or shall impair (a) impair, as among Holding, its creditors other than holders of its Guarantor Senior Indebtedness and the obligations Holders of the Company or any other GrantorNotes, the obligation of Holding, which are is absolute and unconditional, to pay make payments to the Obligations Holders in respect of its obligations under this Note Guarantee as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, ; or (b) affect the relative rights against Holding of the Holders of the Notes and creditors of Holding other than the holders of the Guarantor Senior Indebtedness of Holding; or (c) prevent the Trustee or the Holder of any Note from exercising all remedies otherwise permitted by applicable law upon Default or an Event of Default under this Indenture, subject to the rights, if any, under the subordination provisions of this Article Ten of the holders of Guarantor Senior Indebtedness of Holding hereunder and, to the extent set forth in Section 10.06, holders of Designated Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding-up, assignment for the benefit of creditors or other marshaling of assets and liabilities of Holding referred to in Section 10.05, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliv- erable to the Trustee or such Holder, or (2) under the conditions specified in Section 10.06, to prevent any pay- ment prohibited by such Section or enforce their rights pursuant to Section 10.06(c). The failure by Holding to make a payment in respect of its obligations under this Agreement, Note Guarantee by reason of any RBL Facility Document provision of this Article Ten shall not be construed as preventing the occurrence of a Default or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentan Event of Default hereunder.

Provisions Solely to Define Relative Rights. The provisions ------------------------------------------- of this Agreement Article 15 are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Holders of Securities of any series (or any Coupons appertaining thereto) on the one hand and the Second-Priority Lien Obligations Secured Parties holders of Senior Indebtedness on the other hand. Nothing contained in relation to one another. None this Article 15 or elsewhere in the Indenture or in the Securities of the Company, any other Grantor such series (or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article VCoupons appertaining thereto) is intended to or will amendshall (a) impair, waive as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of Securities of such series (or otherwise modify the provisions of the Term Facilityany Coupons appertaining thereto), the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none obligation of the Company, or any other Grantor may rely on which is absolute and unconditional (and which, subject to the terms hereof (other than Sections 2.05rights under this Article 15 of the holders of Senior Indebtedness, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement is intended to or shall impair the rank equally with all other general obligations of the Company or any other Grantor, which are absolute and unconditionalCompany), to pay to the Obligations Holders of Securities of such series (or any Coupons appertaining thereto) the principal of (and premium, if any) and interest on, the Securities of such series (or any Coupons appertaining thereto) as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to ; or (b) affect the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document relative rights against the Company of the Holders of Securities of such series (or any Other Second-Priority Lien Obligations Document, Coupons appertaining thereto) and creditors of the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations DocumentCompany, as the case may be, with respect to other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any RBL Priority Collateral in Securities of such series (or any manner that would cause a Coupons appertaining thereto) from exercising all remedies otherwise permitted by applicable law upon default under any RBL Facility Document this Indenture, subject to the rights, if any, under this Article 15 of the holders of Senior Indebtedness to receive cash, property and securities otherwise payable or any Other First-Priority Lien Obligations Document, deliverable to the Trustee or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentsuch Holder.

Provisions Solely to Define Relative Rights. The Except as otherwise provided, the provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Revolving Facility Secured Parties Parties, on the one hand, and the Second-Priority Lien Obligations Term Facility Secured Parties in relation to one anotherParties, as the case may be, on the other hand. None of the CompanyHoldings, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section Sections 2.05, 2.06, 2.10, 2.11 and or Article VVII) is intended to or will amend, waive or otherwise modify the provisions of the Revolving Facility Credit Agreement or the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Facility Credit Documents or any Other Second-Priority Lien Obligations Credit DocumentsAgreement), and none of the Company, or neither Holdings nor any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, Article VI and Article VVII). Nothing in this Agreement is intended to or shall impair the obligations of the Company Holdings or any other Grantor, which are absolute and unconditional, to pay the Obligations under the Secured Documents as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Secured Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, Agreement or any Term Facility Document or any Other Second-Priority Lien Obligations Debt Document, the Other Secured Agreements (as defined under the Term Facility Credit Agreement), in each case may beas defined in the Term Facility Credit Agreement, with respect to any RBL Priority Revolving Facility First Lien Collateral in any manner that would cause a default under any RBL Revolving Facility Document or any Other First-Priority Lien Obligations Debt Document, or (b) pursuant to this Agreement, Agreement or any RBL Revolving Facility Debt Document or any Other First-Priority Lien Obligations Document, Secured Agreement (as defined in the case may be, Revolving Facility Credit Agreement) with respect to any Term/Notes Priority Term Facility First Lien Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Debt Document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one anotherParties. None of the CompanyIssuer, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section Sections 2.05, 2.06, 2.10, 2.11 and 2.11, 2.12, 2.13 or Article VVII to the extent expressly provided therein) is intended to or will amend, waive or otherwise modify the provisions of the Term Facilityany ABL Document, the RBL FacilityFirst Lien Document, any Other First-Priority Second Lien Obligations Credit Documents Document or any Other Second-Priority Subordinated Lien Obligations Credit DocumentsDocument), and none of neither the Company, or Issuer nor any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, 2.12, 2.13, Article VI and Article VVII). Nothing in this Agreement is intended to or shall impair the obligations of the Company Issuer or any other Grantor, which are absolute and unconditional, to pay the Obligations under the ABL Documents, First Lien Documents, Second Lien Documents and Subordinated Lien Documents as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or herein, in any RBL Facility ABL Document, any Term Facility First Lien Document, any Other First-Priority Second Lien Obligations Document or any Other Second-Priority Subordinated Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document Agreement or any Other Second-Priority Lien Obligations Document, as the case may be, applicable document with respect to any RBL ABL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Documentapplicable document, or (b) pursuant to this Agreement, any RBL Facility Document Agreement or any Other First-Priority Lien Obligations Document, as the case may be, applicable document with respect to any Term/Notes Note Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentapplicable document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement Article Fourteen are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Holders on the one hand and the Second-Priority Lien Obligations Secured Parties in relation to one anotherholders of Senior Debt and Subsidiary Guarantor Senior Debt on the other hand. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided Nothing contained in this Agreement (provided that nothing Article Fourteen 108 98 or elsewhere in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to Indenture or will amend, waive or otherwise modify in the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents), and none of the Company, or any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 and Article V). Nothing in this Agreement Notes is intended to or shall impair (a) impair, as among the Company, its creditors other than holders of Senior Debt and the Holders of the Notes, the obligation of the Company, which is absolute and unconditional (and which, subject to the rights under this Article Fourteen of the holders of Senior Debt, is intended to rank equally with all other general obligations of the Company or any other Grantor, which are absolute and unconditional, Company) to pay to the Obligations Holders of the Notes the principal of (and premium, if any) and interest on the Notes as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything ; or (b) impair, as among the Subsidiary Notes Guarantors, their creditors other than holders of Subsidiary Guarantor Senior Debt and the Holders of the Notes, the obligation of the Subsidiary Notes Guarantors, which is absolute and unconditional (and which, subject to the contrary herein rights under this Article Fourteen of the holders of Subsidiary Guarantor Senior Debt, is intended to rank equally with all other general obligations of the Subsidiary Notes Guarantors) to pay to the Holders of the Notes the principal of (and premium, if any) and interest on the Notes as and when the same shall become due and payable in accordance with their terms; or in (c) affect the relative rights against the Company of the Holders of the Notes and creditors of the Company other than the holders of Senior Debt or the relative rights against the Subsidiary Notes Guarantors of the Holders of the Notes and creditors of the Subsidiary Notes Guarantors other than the Holders of Subsidiary Guarantor Senior Debt; or (d) prevent the Trustee or the Holder of any RBL Note from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Fourteen of the holders of Senior Debt and Subsidiary Guarantor Senior Debt to receive cash, property and securities otherwise payable or deliverable to the Trustee or such Holder. The holders of the Senior Debt and the Credit Facility Document, any Term Facility Document, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations DocumentAgent, as the case may be, with respect shall be entitled to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Documentenforce the provisions of this Article Fourteen against the Company, or (b) pursuant to this Agreementthe Subsidiary Notes Guarantors, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Holders of the Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentand the Trustee.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one another. None of the Company, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.04, 2.05, 2.062.08, 2.10, 2.11 and 2.09 or Article V) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, the RBL Facility, Credit Agreement or any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit DocumentsAgreements), and none of the Company, Company or any other Grantor may rely on the terms hereof (other than Sections 2.04, 2.05, 2.062.08, 2.10, 2.11 2.09 and Article V). Nothing in this Agreement is intended to or shall impair the obligations of the Company or any other Grantor, which are absolute and unconditional, to pay the First-Priority Obligations as and when the same shall become due and payable in accordance with their terms.Authorized Representatives. Notwithstanding anything Each of the Authorized Representative under the Credit Agreement and the Initial Other Authorized Representative is executing and delivering this Agreement solely in its capacity as such and pursuant to directions set forth in the contrary herein Credit Agreement or in any RBL Facility Document, any Term Facility Document, any the Initial Other First-Priority Lien Obligations Document Agreement, as applicable; and in so doing, neither the Authorized Representative under the Credit Agreement nor the Initial Other Authorized Representative shall be responsible for the terms or sufficiency of this Agreement for any purpose. Each of the Authorized Representative under the Credit Agreement and the Initial Other Second-Priority Lien Obligations Document, the Grantors Authorized Representative shall not have duties or obligations under or pursuant to this Agreement other than such duties expressly set forth in this Agreement as duties on its part to be required to act performed or refrain from acting observed. In entering into this Agreement, or in taking (aor forbearing from) any action under or pursuant to this Agreement, any Term Facility Document each of the Authorized Representative under the Credit Agreement and the Initial Other Authorized Representative shall have and be protected by all of the rights, immunities, indemnities and other protections granted to it under the Credit Agreement or any Other Second-Priority Lien Obligations Document, as the case may be, with respect to any RBL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Initial Other First-Priority Lien Obligations Document, or (b) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentapplicable.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties and the Second-Priority Lien Obligations Secured Parties in relation to one anotherParties. None of the CompanyIssuer, any other Grantor or any other creditor thereof shall have any rights or obligations hereunder, except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section Sections 2.05, 2.06, 2.10, 2.11 and 2.11, 2.12, 2.13 or Article VVII to the extent expressly provided therein) is intended to or will amend, waive or otherwise modify the provisions of the Term Facilityany ABL Document, the RBL FacilityNotes Priority Document, any Other First-Priority Second Lien Obligations Credit Documents Document or any Other Second-Priority Subordinated Lien Obligations Credit DocumentsDocument), and none of neither the Company, or Issuer nor any other Grantor may rely on the terms hereof (other than Sections 2.05, 2.06, 2.10, 2.11 2.11, 2.12, 2.13, Article VI and Article VVII). Nothing in this Agreement is intended to or shall impair the obligations of the Company Issuer or any other Grantor, which are absolute and unconditional, to pay the Obligations under the ABL Documents, Notes Priority Documents, Second Lien Documents and Subordinated Lien Documents as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or herein, in any RBL Facility ABL Document, any Term Facility Notes Priority Document, any Other First-Priority Second Lien Obligations Document or any Other Second-Priority Subordinated Lien Obligations Document, the Grantors shall not be required to act or refrain from acting (a) pursuant to this Agreement, any Term Facility Document Agreement or any Other Second-Priority Lien Obligations Document, as the case may be, applicable document with respect to any RBL ABL Priority Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Documentapplicable document, or (b) pursuant to this Agreement, any RBL Facility Document Agreement or any Other First-Priority Lien Obligations Document, as the case may be, applicable document with respect to any Term/Notes Note Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documentapplicable document.

Provisions Solely to Define Relative Rights. The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First-Priority Lien Obligations Secured Parties Working Capital Agent on the one hand and the Second-Priority Lien Obligations Note Collateral Agent and the Indenture Secured Parties in relation to one anotherParties, on the other hand. None of the CompanyWorking Capital Loan Parties, any other Grantor or the Indenture Loan Parties nor any other creditor thereof shall have any rights or obligations hereunder, hereunder except as expressly provided in this Agreement (provided that nothing in this Agreement (other than Section 2.05, 2.06, 2.10, 2.11 and Article V) is intended to or will amend, waive or otherwise modify the provisions of the Term Facility, the RBL Facility, any Other First-Priority Lien Obligations Credit Documents or any Other Second-Priority Lien Obligations Credit Documents)set forth herein, and none of the Company, Working Capital Loan Parties or any other Grantor the Indenture Loan Parties may rely on the terms hereof (other than Sections 2.05hereof, 2.06, 2.10, 2.11 and Article V)except to the extent of rights and/or obligations expressly provided hereunder. Nothing in this Agreement is intended to or shall impair the obligations of the Company any Working Capital Loan Party or any other GrantorIndenture Loan Party, which are absolute and unconditional, to pay the Working Capital Loan Obligations and the Indenture Obligations, respectively, as and when the same shall become due and payable in accordance with their terms. Notwithstanding anything to the contrary herein or in any RBL Facility DocumentEach of Working Capital AMENDED AND RESTATED INTERCREDITOR AGREEMENT – Page 28 Xxxxxxxxxxxx Energy, any Term Facility DocumentLLC, any Other First-Priority Lien Obligations Document or any Other Second-Priority Lien Obligations Documentet al. Table of Contents Agent, the Grantors Note Collateral Agent and the Indenture Secured Parties shall be responsible for managing its financial relationships with their respective Indenture Loan Parties and Working Capital Loan Parties, and none shall be deemed to be the agent of the other for any purpose. Any of Working Capital Agent, Note Collateral Agent and any Indenture Secured Party may alter, amend, supplement, release, discharge or otherwise modify any terms of its respective agreements with Indenture Loan Parties and Working Capital Loan Parties without notice to or consent of the other, including, without limitation, increasing the indebtedness under any such agreements or extending the time for repayment thereof. Any such alterations, amendments, supplements, releases, discharges, or modifications shall not be required to act or refrain from acting affect the rights, remedies and/or duties of the Working Capital Agent (aon behalf of itself and the Working Capital Loan Claimholders) pursuant to this Agreement, any Term Facility Document or any Other Second-Priority Lien Obligations Document, as and the case may be, with respect to any RBL Priority Note Collateral in any manner that would cause a default under any RBL Facility Document or any Other First-Priority Lien Obligations Document, or Agent (bon behalf of itself and the Indenture Claimholders) pursuant to this Agreement, any RBL Facility Document or any Other First-Priority Lien Obligations Document, as the case may be, with respect to any Term/Notes Priority Collateral in any manner that would cause a default under any Term Facility Document or any other Other Second-Priority Lien Obligations Documenthereunder.