Reliance Waivers Etc. 37 7.1 Reliance 37 7.2 No Warranties or Liability 37 7.3 No Waiver of Lien Priorities 38 7.4 Waiver of Liability 39 7.5 Obligations Unconditional 40 SECTION 8. MISCELLANEOUS 40 8.1 Conflicts 40 8.2 Effectiveness; Continuing Nature of this Agreement; Severability 40 8.3 Amendments; Waivers 41 8.4 Information Concerning Financial Condition of the Obligors and its Subsidiaries 42 8.5 Subrogation 42 8.6 Application of Payments 42 8.7 SUBMISSION TO JURISDICTION; WAIVERS 43 8.8 Notices 44 8.9 Further Assurances 44 8.10 CHOICE OF LAW 44 8.11 Binding on Successors and Assigns 44 8.12 Headings 44 8.13 Counterparts 45 8.14 Authorization; Binding Effect on Claimholders 45 8.15 Exclusive Means of Exercising Rights under this Agreement 45
Reliance Waivers Etc. Other than any reliance on the terms of this Agreement, the ABL Facility Collateral Agent, on behalf of itself and the other ABL Facility Secured Parties, acknowledges that it and such ABL Facility Secured Parties, as the case may be, have, independently and without reliance on the Term Loan Collateral Agent or any Term Loan Secured Parties, and based on documents and information deemed by them appropriate, made their own credit analysis and decision to enter into the ABL Facility Documents and be bound by the terms of this Agreement and they will continue to make their own credit decision in taking or not taking any action under the ABL Facility Credit Agreement or this Agreement.
Reliance Waivers Etc. 23 7.1 Reliance...................................................................................... 23 7.2 No Warranties or Liability.................................................................... 24 7.3 No Waiver of Lien Priorities.................................................................. 24
Reliance Waivers Etc. 53 7.1 Reliance 53 7.2 No Warranties or Liability 54 7.3 No Waiver of Lien Priorities 54 7.4 Waiver of Liability 56 7.5 Obligations Unconditional 56 SECTION 8. MISCELLANEOUS 57 8.1 Conflicts 57 8.2 Effectiveness; Continuing Nature of this Agreement; Severability 57 8.3 Amendments; Waivers 58 8.4 Information Concerning Financial Condition of the Obligors and their Subsidiaries 58 8.5 Subrogation 59 8.6 Application of Payments 59 8.7 SUBMISSION TO JURISDICTION; WAIVERS 59 8.8 Notices 60 8.9 Further Assurances 61 8.10 CHOICE OF LAW 61 8.11 Binding on Successors and Assigns 61 8.12 Headings 61 8.13 Counterparts; Integration; Effectiveness 61 8.14 Authorization; Binding Effect on Claimholders 61 8.15 Exclusive Means of Exercising Rights under this Agreement 62 8.16 No Third Party Beneficiaries; Provisions Solely to Define Relative Rights 63 8.17 No Indirect Actions 63 8.18 Obligors; Additional Obligors 63 8.19 Right of Collateral Agent to Continue 63 8.20 Claimholders 64 8.21 Additional Lien Obligations 64 8.22 Additional Intercreditor Agreements 65 ABL INTERCREDITOR AGREEMENT This ABL INTERCREDITOR AGREEMENT (as amended, restated, amended and restated, supplemented and/or otherwise modified from time to time, this “Agreement”) is dated as of August 6, 2019, and entered into by and among BANK OF AMERICA, N.A., in its capacity as administrative agent under the ABL Credit Agreement and the ABL Collateral Documents relating thereto (in each case as defined below) (in such capacity and together with its successors and assigns in such capacity, the “ABL Credit Agreement Collateral Agent”), BANK OF AMERICA, N.A. (“BoA”), in its capacity as administrative agent under the First Lien Credit Agreement and the First Lien Collateral Documents relating thereto (in each case, as defined below) (in such capacity and together with its successors and assigns in such capacity, the “First Lien Credit Agreement Collateral Agent”), ANKURA TRUST COMPANY, LLC (“Ankura”) in its capacity as collateral agent under the Second Lien Notes Indenture and the Second Lien Collateral Documents relating thereto (in each case, as defined below) (in such capacity and together with its successors and assigns in such capacity, the “Second Lien Notes Collateral Agent”), each other FIRST LIEN COLLATERAL AGENT that is from time to time party hereto and each other SECOND LIEN COLLATERAL AGENT that is from time to time party hereto and acknowledged and agreed to by BIOSCRIP, INC., a Delaware corporation ...
Reliance Waivers Etc. 40 8.1 Reliance 40 8.2 No Warranties or Liability 40 8.3 No Waivers 40 SECTION 9. Obligations Unconditional 40
Reliance Waivers Etc. Section 7.01 Reliance 37 Section 7.02 No Warranties or Liability 37 Section 7.03 No Waiver of Lien Priorities 38 Section 7.04 Obligations Unconditional 39
Reliance Waivers Etc. 8.1 [Reserved].
Reliance Waivers Etc. 9.1 Reliance Other than any reliance on the terms of this Agreement, the First Lien Collateral Agent, on behalf of itself and the First Lien Claimholders under its First Lien Loan Documents, acknowledges that it and such First Lien Claimholders have, independently and without reliance on the Second Lien Collateral Agent or any Second Lien Claimholders, and based on documents and information deemed by them appropriate, made their own credit analysis and decision to enter into such First Lien Loan EXHIBIT L TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT Documents and be bound by the terms of this Agreement and they will continue to make their own credit decision in taking or not taking any action under the First Lien Credit Agreement or this Agreement. The Second Lien Collateral Agent, on behalf of itself and the Second Lien Claimholders, acknowledges that it and the Second Lien Claimholders have, independently and without reliance on the First Lien Collateral Agent or any First Lien Claimholder, and based on documents and information deemed by them appropriate, made their own credit analysis and decision to enter into each of the Second Lien Loan Documents and be bound by the terms of this Agreement and they will continue to make their own credit decision in taking or not taking any action under the Second Lien Loan Documents or this Agreement.
Reliance Waivers Etc. 46 8.1 Reliance 46 8.2 No Warranties or Liability 46 8.3 No Waivers 47 SECTION 9. Obligations Unconditional 47 SECTION 10. Additional ABL Secured Obligations, Senior Term Loan Secured Obligations and Junior Term Loan Secured Obligations 47 SECTION 11. Miscellaneous 48 11.1 Conflicts 48 11.2 Continuing Nature of Provisions 48 11.3 Amendments; Waivers 49 11.4 Information Concerning Financial Condition of the Borrower and the other Grantors 49 11.5 Applicable Law 49 11.6 Jurisdiction; Consent to Service of Process; Process Agent 50 11.7 Notices 50 11.8 Successors and Assigns 50 11.9 Headings 50 11.10 Severability 51 11.11 Counterparts; Integration; Effectiveness 51 11.12 Waiver of Jury Trial 51 11.13 Additional Grantors 51 INTERCREDITOR AGREEMENT INTERCREDITOR AGREEMENT (this “Agreement”), dated as of September 3, 2013, among BANK OF AMERICA, N.A. (“BofA”), as Representative with respect to the ABL Credit Agreement, JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as Representative with respect to the Senior Term Loan Agreement, BARCLAYS BANK PLC (“Barclays”), as Representative with respect to the Junior Term Loan Agreement, Xxxxxxx Kodak Company (the “Borrower”), and each of the other Grantors party hereto.
Reliance Waivers Etc. 53 8.1 Reliance..................................................................................................................53 8.2
