Common use of Waiver of Right to Contest Liens Clause in Contracts

Waiver of Right to Contest Liens. (a) The New First Lien Collateral Agent, for and on behalf of itself and the New First Lien Secured Parties, agrees that it shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Agent, for itself and on behalf of the New First Lien Secured Parties, agrees that it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Agent, for itself and on behalf of the New First Lien Secured Parties, hereby waives any and all rights it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common Collateral.

Appears in 16 contracts

Samples: Additional Receivables Intercreditor Agreement (HCA Healthcare, Inc.), Additional Receivables Intercreditor Agreement (HCA Healthcare, Inc.), Additional Receivables Intercreditor Agreement (HCA Healthcare, Inc.)

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Waiver of Right to Contest Liens. (a) The New First Lien Collateral Term Agent, for and on behalf of itself and the New First Lien Secured PartiesTerm Lenders, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties Lenders in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Term Agent, for itself and on behalf of the New First Lien Secured PartiesTerm Lenders, agrees that it none of the Term Agent or the Term Lenders will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party Lender under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Term Agent, for itself and on behalf of the New First Lien Secured PartiesTerm Lenders, hereby waives any and all rights it or the Term Lenders may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party Lender seeks to enforce its Liens in any Common ABL Priority Collateral. The foregoing shall not be construed to prohibit the Term Agent from enforcing the provisions of this Agreement as to the relative priority of the parties hereto.

Appears in 6 contracts

Samples: Intercreditor Agreement (Univar Inc.), Intercreditor Agreement (Container Store Group, Inc.), Intercreditor Agreement (Container Store Group, Inc.)

Waiver of Right to Contest Liens. (a) The New First Lien Collateral Each Term Agent, for and on behalf of itself and the New First Lien relevant Term Secured Parties, agrees that it and the Term Secured Parties represented by it shall not (and hereby waives waive any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Each Term Agent, for itself and on behalf of itself and the New First Lien relevant Term Secured Parties, agrees that neither it nor any Term Secured Parties represented by it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Each Term Agent, for itself and on behalf of itself and the New First Lien relevant Term Secured Parties, hereby waives any and all rights it or the Term Secured Parties represented by it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party Lender seeks to enforce its Liens in any Common ABL Priority Collateral. The foregoing shall not be construed to prohibit any Term Agent from enforcing the provisions of this Agreement.

Appears in 5 contracts

Samples: Credit Agreement (Canada Goose Holdings Inc.), Intercreditor Agreement (Canada Goose Holdings Inc.), Credit Agreement (Canada Goose Holdings Inc.)

Waiver of Right to Contest Liens. (a) The New First Second Lien Collateral Agent, for and on behalf of itself and the New First Second Lien Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent Agents and the ABL Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First The Second Lien Collateral Agent, for itself and on behalf of the New First Second Lien Secured Parties, agrees that it none of the Second Lien Agent or the Second Lien Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent Agents or any ABL Secured Party under the ABL Documents with respect to the Common Collateral. Except to the extent expressly set forth in this Agreement, the New First The Second Lien Collateral Agent, for itself and on behalf of the New First Second Lien Secured Parties, hereby waives any and all rights it or the Second Lien Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent Agents or any ABL Secured Party Lender seeks to enforce its Liens in any Common Collateral. The foregoing shall not be construed to prohibit the Second Lien Agent from enforcing the provisions of this Agreement or otherwise acting in accordance with this Agreement.

Appears in 5 contracts

Samples: Intercreditor Agreement, Intercreditor Agreement (Sears Holdings Corp), Intercreditor Agreement (Sears Holdings Corp)

Waiver of Right to Contest Liens. (a) The New First Lien Collateral Term Loan Agent, for and on behalf of itself and the New First Lien Term Loan Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Term Loan Agent, for itself and on behalf of the New First Lien Term Loan Secured Parties, agrees that it none of the Term Loan Agent or the Term Loan Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Term Loan Agent, for itself and on behalf of the New First Lien Term Loan Secured Parties, hereby waives any and all rights it or the Term Loan Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common ABL Priority Collateral.

Appears in 5 contracts

Samples: Credit Agreement (Tribune Publishing Co), Intercreditor Agreement (Tribune Publishing Co), Credit Agreement (Emergency Medical Services CORP)

Waiver of Right to Contest Liens. (a) The New First Lien Collateral Note Agent, for and on behalf of itself and the New First Lien Noteholder Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties Lenders in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Note Agent, for itself and on behalf of the New First Lien Noteholder Secured Parties, agrees that it none of the Note Agent or the Noteholder Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party Lender under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Note Agent, for itself and on behalf of the New First Lien Noteholder Secured Parties, hereby waives any and all rights it or the Noteholder Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party Lender seeks to enforce its Liens in any Common ABL Priority Collateral.

Appears in 4 contracts

Samples: Intercreditor Agreement (Atkore International Group Inc.), Intercreditor Agreement (Atkore International Group Inc.), Intercreditor Agreement (Unistrut International Holdings, LLC)

Waiver of Right to Contest Liens. (a) The New First Lien Collateral Term Loan Agent, for and on behalf of itself and the New First Lien Term Loan Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Term Loan Agent, for itself and on behalf of the New First Lien Term Loan Secured Parties, agrees that it none of the First Lien Term Loan Agent or the First Lien Term Loan Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Term Loan Agent, for itself and on behalf of the New First Lien Term Loan Secured Parties, hereby waives any and all rights it or the First Lien Term Loan Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common ABL Priority Collateral.

Appears in 3 contracts

Samples: Intercreditor Agreement (Us LBM Holdings, Inc.), Intercreditor Agreement (Us LBM Holdings, Inc.), Intercreditor Agreement (Us LBM Holdings, Inc.)

Waiver of Right to Contest Liens. (a) The New First Second Lien Collateral Agent, for and on behalf of itself and the New First Second Lien Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent Agents and the ABL Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First The Second Lien Collateral Agent, for itself and on behalf of the New First Second Lien Secured Parties, agrees that it none of the Second Lien Agent or the Second Lien Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent Agents or any ABL Secured Party under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First The Second Lien Collateral Agent, for itself and on behalf of the New First Second Lien Secured Parties, hereby waives any and all rights it or the Second Lien Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent Agents or any ABL Secured Party Lender seeks to enforce its Liens in any Common ABL Priority Collateral. The foregoing shall not be construed to prohibit the Second Lien Agent from enforcing the provisions of this Agreement or otherwise acting in accordance with this Agreement.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement (Sears Holdings Corp), Intercreditor Agreement (Sears Holdings Corp), Intercreditor Agreement (Sears Holdings Corp)

Waiver of Right to Contest Liens. (a) The New First Lien Each Cash Flow Collateral Agent, for and on behalf of itself and the New First Lien Cash Flow Collateral Secured PartiesParties represented thereby, agrees that it shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties Lenders in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Agent, for itself and on behalf none of the New First Lien Cash Flow Collateral Agents or the Cash Flow Collateral Secured Parties, agrees that it Parties represented thereby will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party Lender under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien each Cash Flow Collateral Agent, for itself and on behalf of the New First Lien Cash Flow Collateral Secured PartiesParties represented thereby, hereby waives any and all rights it or the Cash Flow Collateral Secured Parties represented thereby may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party Lender seeks to enforce its Liens in any Common ABL Priority Collateral.

Appears in 3 contracts

Samples: Credit Agreement (Hd Supply, Inc.), Credit Agreement (Hd Supply, Inc.), Intercreditor Agreement (Hd Supply, Inc.)

Waiver of Right to Contest Liens. (a) The New First Lien CF Collateral Agent, for and on behalf of itself and the New First Lien CF Secured Parties, agrees that it shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables Intercreditor Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien CF Collateral Agent, for itself and on behalf of the New First Lien CF Secured Parties, agrees that it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common Intercreditor Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien CF Collateral Agent, for itself and on behalf of the New First Lien CF Secured Parties, hereby waives any and all rights it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common Intercreditor Collateral.

Appears in 3 contracts

Samples: Intercreditor Agreement (LVB Acquisition, Inc.), Intercreditor Agreement (CC Media Holdings Inc), Intercreditor Agreement (Biolectron, Inc.)

Waiver of Right to Contest Liens. (a) The New First Lien Collateral Term Agent, for and on behalf of itself and the New First Lien Term Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Term Agent, for itself and on behalf of the New First Lien Term Secured Parties, agrees that it none of the Term Agent or the Term Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral The Term Agent, for itself and on behalf of the New First Lien Term Secured Parties, hereby waives any and all rights it or the Term Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party Lender seeks to enforce its Liens in any Common ABL Priority Collateral. The foregoing shall not be construed to prohibit the Term Agent from enforcing the provisions of this Agreement.

Appears in 3 contracts

Samples: Credit Agreement (Norcraft Companies, Inc.), Security Agreement (Norcraft Companies, Inc.), Intercreditor Agreement (Norcraft Companies Lp)

Waiver of Right to Contest Liens. (a) The New First Lien Collateral Cash Flow Agent, for and on behalf of itself and the New First Lien Cash Flow Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Cash Flow Agent, for itself and on behalf of the New First Lien Cash Flow Secured Parties, agrees that it none of the Cash Flow Agent or the Cash Flow Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral The Cash Flow Agent, for itself and on behalf of the New First Lien Cash Flow Secured Parties, hereby waives any and all rights it or the Cash Flow Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party Lender seeks to enforce its Liens in any Common ABL Priority Collateral. The foregoing shall not be construed to prohibit the Cash Flow Agent from enforcing the provisions of this Agreement.

Appears in 2 contracts

Samples: Intercreditor Agreement (Avaya Inc), Intercreditor Agreement (Avaya Inc)

Waiver of Right to Contest Liens. (a) The New First Second Lien Collateral Agent, for and on behalf of itself and the New First Second Lien Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral First Lien Agent and the ABL First Lien Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First The Second Lien Collateral Agent, for itself and on behalf of the New First Second Lien Secured Parties, agrees that it none of the Second Lien Agent or the Second Lien Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral First Lien Agent or any ABL First Lien Secured Party under the ABL First Lien Loan Documents with respect to the Common Collateral. Except , subject to and in accordance with the extent expressly set forth in terms of this Agreement, the New First . The Second Lien Collateral Agent, for itself and on behalf of the New First Second Lien Secured Parties, hereby waives any and all rights it or the Second Lien Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral First Lien Agent or any ABL First Lien Secured Party seeks to enforce its Liens in any Common Collateral. The foregoing shall not be construed to prohibit the Second Lien Agent from enforcing the provisions of this Agreement.

Appears in 2 contracts

Samples: Intercreditor Agreement (Rh), Intercreditor Agreement (Rh)

Waiver of Right to Contest Liens. (a) The New First Lien Collateral [Term Loan] Agent, for and on behalf of itself and the New First Lien [Term Loan] Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, enforceability or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral [Term Loan] Agent, for itself and on behalf of the New First Lien [Term Loan] Secured Parties, agrees that it none of the [Term Loan] Agent or the [Term Loan] Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral [Term Loan] Agent, for itself and on behalf of the New First Lien [Term Loan] Secured Parties, hereby waives any and all rights it or the [Term Loan] Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common ABL Priority Collateral.

Appears in 1 contract

Samples: Intercreditor Agreement (Uci Holdings LTD)

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Waiver of Right to Contest Liens. (a) The New First Lien Notes Collateral Agent, for and on behalf of itself and the New First Lien Secured Notes Se cured Parties, agrees that it shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables Intercreditor Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Notes Collateral Agent, for itself and on behalf of the New First Lien Notes Secured Parties, agrees that it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common Intercreditor Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Notes Collateral Agent, for itself and on behalf of the New First Lien Notes Secured Parties, hereby waives any and all rights it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common Intercreditor Collateral.

Appears in 1 contract

Samples: Intercreditor Agreement (J.M. Tull Metals Company, Inc.)

Waiver of Right to Contest Liens. (a) The New First Second Lien Collateral Agent, for and on behalf of itself and the New First Second Lien Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, enforceability or perfection of the Liens of the ABL Collateral First Lien Agent and the ABL other First Lien Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First The Second Lien Collateral Agent, for itself and on behalf of the New First Second Lien Secured Parties, agrees that it none of the Second Lien Agent or the other Second Lien Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral First Lien Agent or any ABL First Lien Secured Party under the ABL First Lien Documents with respect to the Common Collateral. Except to the extent , other than as expressly set forth in permitted by this Agreement, the New First . The Second Lien Collateral Agent, for itself and on behalf of the New First Second Lien Secured Parties, hereby waives any and all rights it or the Second Lien Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, to or interfere with the manner in which the ABL Collateral First Lien Agent or any ABL Secured Party First Lien Lender seeks to enforce its Liens in on any Common Collateral. The foregoing shall not be construed to prohibit the Second Lien Agent from enforcing the provisions of this Agreement or any claims it, or any other Second Lien Secured Party, may have against the First Lien Agent or any other First Lien Secured Party that are not the subject matter of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Foundation Building Materials, Inc.)

Waiver of Right to Contest Liens. (a) The New First Lien Notes Collateral Agent, for and on behalf of itself and the New First Lien other Notes Secured Parties, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Term Loan Collateral Agent and the ABL other Term Loan Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Notes Collateral Agent, for itself and on behalf of the New First Lien other Notes Secured Parties, agrees that it neither the Notes Collateral Agent nor the other Notes Secured Parties will not take any action that would interfere with any Exercise of Any Secured Creditor Remedies undertaken by the ABL Term Loan Collateral Agent or any ABL other Term Loan Secured Party under the ABL any Term Loan Documents with respect to the Common Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Notes Collateral Agent, for itself and on behalf of the New First Lien other Notes Secured Parties, hereby waives any and all rights it or the other Notes Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Term Loan Collateral Agent or any ABL other Term Loan Secured Party seeks to enforce its Liens in any Common Collateral. The foregoing shall not be construed to prohibit the Notes Collateral Agent from enforcing the provisions of this Agreement.

Appears in 1 contract

Samples: Intercreditor Agreement (Postmedia Network Canada Corp.)

Waiver of Right to Contest Liens. (a) The New First Lien Notes Collateral Agent, for and on behalf of itself and the New First Lien Notes Secured Parties, agrees that it shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables Intercreditor Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Notes Collateral Agent, for itself and on behalf of the New First Lien Notes Secured Parties, agrees that it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common Intercreditor Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Notes Collateral Agent, for itself and on behalf of the New First Lien Notes Secured Parties, hereby waives any and all rights it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common Intercreditor Collateral.

Appears in 1 contract

Samples: Intercreditor Agreement (Ryerson International Material Management Services, Inc.)

Waiver of Right to Contest Liens. (a) The New First Lien Each Notes Collateral Agent, for and on behalf of itself and the New First Lien Notes Secured PartiesParties represented by it, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables the Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Each Notes Collateral Agent, for itself and on behalf of the New First Lien Notes Secured PartiesParties represented by it, agrees that it none of the Notes Collateral Agents or the Notes Secured Parties will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common ABL Priority Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Each Notes Collateral Agent, for itself and on behalf of the New First Lien Notes Secured PartiesParties represented by it, hereby waives any and all rights it or the Notes Secured Parties may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party Lender seeks to enforce its Liens in any Common ABL Priority Collateral. The foregoing shall not be construed to prohibit any Notes Collateral Agent from enforcing the provisions of this Agreement or otherwise acting in accordance with this Agreement.

Appears in 1 contract

Samples: Intercreditor Agreement (Abercrombie & Fitch Co /De/)

Waiver of Right to Contest Liens. (a) The New First Lien Collateral Except as may separately otherwise be agreed by and between or among any applicable Secured Party Agents, each Secured Party Agent, for and on behalf of itself and the New First Lien Secured PartiesCreditors represented thereby, agrees that it and they shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, enforceability or perfection of the Liens of the ABL Collateral any other Secured Party Agent and the ABL or any Secured Parties in respect of Receivables Collateral Creditors represented by such other Secured Party Agent, or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral or as may be separately otherwise agreed by and between or among any applicable Secured Party Agents, each Secured Party Agent, for itself and on behalf of itself and the New First Lien Secured PartiesCreditors represented thereby, agrees that it none of such Secured Party Agent and Secured Creditors will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral any other Secured Party Agent or any ABL Secured Creditor represented by such other Secured Party Agent under the ABL any applicable Secured Debt Documents with respect to the Common Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral or as may be separately otherwise agreed by and between or among any applicable Secured Party Agents, each Secured Party Agent, for itself and on behalf of itself and the New First Lien Secured PartiesCreditors represented thereby, hereby waives any and all rights it or such Secured Creditors may have as a junior pari passu lien creditor or otherwise to contest, protest, object to, to or interfere with the manner in which the ABL Collateral any other Secured Party Agent or any ABL Secured Creditor represented by such other Secured Party Agent seeks to enforce its Liens in any Common Collateral.

Appears in 1 contract

Samples: Intercreditor Agreement (Servicemaster Co)

Waiver of Right to Contest Liens. (a) The New First Lien CF Collateral Agent, for and on behalf of itself and the New First Lien CF Secured Parties, agrees that it shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables Intercreditor Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien CF Collateral Agent, for itself and on behalf of the New First Lien CF Secured Parties, agrees that it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common Intercreditor Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien CF Collateral Agent, for itself and on behalf of the New First Lien CF Secured Parties, hereby waives any and all rights it may have as a junior lien creditor or otherwise other- wise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common Intercreditor Collateral.

Appears in 1 contract

Samples: Security Agreement (Clear Channel Communications Inc)

Waiver of Right to Contest Liens. (a) The New First Lien a)The Notes Collateral Agent, for and on behalf of itself and the New First Lien Notes Secured Parties, agrees that it shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables Intercreditor Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Notes Collateral Agent, for itself and on behalf of the New First Lien Notes Secured Parties, agrees that it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common Intercreditor Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Notes Collateral Agent, for itself and on behalf of the New First Lien Notes Secured Parties, hereby waives any and all rights it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common Intercreditor Collateral.

Appears in 1 contract

Samples: Intercreditor Agreement (Ryerson Holding Corp)

Waiver of Right to Contest Liens. (a) The New First Lien Collateral AgentEach Junior Priority Representative, for and on behalf of itself and the New First Lien its Related Secured Parties, agrees that it shall not (and hereby waives any right to) take any action to contest or challenge (or assist or support any other Person in contesting or challenging), directly or indirectly, whether or not in any proceeding (including in any Insolvency Proceeding), the validity, priority, enforceability, or perfection of the Liens of the ABL Collateral Agent and the ABL Secured Parties in respect of Receivables Intercreditor Collateral or the provisions of this Agreement. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Agenteach Junior Priority Representative, for itself and on behalf of the New First Lien its Related Secured Parties, agrees that it will not take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the ABL Collateral Agent or any ABL Secured Party under the ABL Documents with respect to the Common Intercreditor Collateral. Except to the extent expressly set forth in this Agreement, the New First Lien Collateral Agenteach Junior Priority Representative, for itself and on behalf of the New First Lien its Related Secured Parties, hereby waives any and all rights it may have as a junior lien creditor or otherwise to contest, protest, object to, or interfere with the manner in which the ABL Collateral Agent or any ABL Secured Party seeks to enforce its Liens in any Common Intercreditor Collateral.

Appears in 1 contract

Samples: Intercreditor Agreement (iHeartMedia, Inc.)

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