Common use of Administration of Trust Property Clause in Contracts

Administration of Trust Property. (a) Each Secured Party hereby appoints the Collateral Agent to serve as collateral agent hereunder on the terms and conditions set forth herein. Subject to, and in accordance with, this Agreement, the Collateral Agent will serve as collateral agent hereunder, for the benefit solely and exclusively of the present and future Secured Parties, and will: (i) accept, enter into, hold, maintain, administer and enforce all Collateral Documents, including all Collateral subject thereto, and all Liens created thereunder, perform its obligations under the Collateral Documents and protect, exercise and enforce the interests, rights, powers and remedies granted or available to it under, pursuant to or in connection with the Collateral Documents; (ii) take all lawful and commercially reasonable actions permitted under the Collateral Documents that it may deem necessary or advisable to protect or preserve its interest in the Collateral subject thereto and such interests, rights, powers and remedies; (iii) deliver and receive notices pursuant to the Collateral Documents; (iv) sell, assign, collect, assemble, foreclose on, institute legal proceedings with respect to, or otherwise exercise or enforce the rights and remedies of a secured party (including a mortgagee, trust deed beneficiary and insurance beneficiary or loss payee) with respect to the Collateral under the Collateral Documents and its other interests, rights, powers and remedies; (v) remit as provided in Section 4.4 all cash proceeds received by the Collateral Agent from the collection, foreclosure or enforcement of its interest in the Collateral under the Collateral Documents or any of its other interests, rights, powers or remedies; (vi) execute and deliver amendments to this Agreement and the Collateral Documents as from time to time authorized pursuant to Section 8.1 accompanied by a certificate of a Responsible Officer to the effect that the amendment was permitted under Section 8.1; and (vii) release any Lien granted to it by any Collateral Document upon any Collateral if and as required by Section 7.1. (b) Each party to this Agreement acknowledges and consents to the undertaking of the Collateral Agent set forth in Section 3.3(a) and agrees to each of the other provisions of this Agreement applicable to the Collateral Agent.

Administration of Trust Property. (ai) Each Secured Party (acting through the Senior Indenture Trustee or its applicable Additional Authorized Representative, as applicable) hereby appoints the Collateral Agent to serve as collateral trustee and agent hereunder on the terms and conditions set forth herein. Subject to, and in accordance with, this Agreement, the Collateral Agent will serve as collateral trustee and agent hereunder, for the benefit solely and exclusively of the present and future Secured Parties, and will: (iA) accept, enter into, hold, maintain, administer and enforce all Collateral Security Documents, including all Collateral subject thereto, and all Transaction Liens created thereunder, perform its obligations under the Collateral Security Documents and protect, exercise and enforce the interests, rights, powers and remedies granted or available to it under, pursuant to or in connection with the Collateral DocumentsSecurity Documents and otherwise permitted under applicable law; (iiB) take all lawful and commercially reasonable actions permitted under the Collateral Security Documents that it may deem necessary or advisable and otherwise permitted under applicable law reasonably requested by the Applicable Authorized Representative to protect or preserve its interest in the Collateral subject thereto and such interests, rights, powers and remedies; (iiiC) deliver and receive notices pursuant to the Collateral Security Documents; (ivD) sell, assign, collect, assemble, foreclose on, institute legal proceedings with respect to, or otherwise exercise or enforce the rights and remedies of a secured party (including a mortgagee, trust deed beneficiary and insurance beneficiary or loss payee) with respect to the Collateral under the Collateral Security Documents and its other interests, rights, powers and remediesotherwise permitted under applicable law; (vE) remit as provided in Section 4.4 4(d) all cash proceeds received by the Collateral Agent from the collection, foreclosure or enforcement of its interest in the Collateral under the Collateral Security Documents or any of its other interests, rights, powers or remedies; (viF) execute and deliver amendments to this Agreement and the Collateral Security Documents as from time to time authorized pursuant to Section 8.1 8 accompanied by a certificate of a Responsible Officer an Officer’s Certificate to the effect that the amendment was permitted under Section 8.18; and (viiG) release or subordinate any Transaction Lien granted to it by any Collateral Security Document upon any Collateral if and as required by Section 7.17. (bii) Each party to this Agreement Secured Party (acting through the Senior Indenture Trustee or its applicable Additional Authorized Representative, as applicable) acknowledges and consents to the undertaking of the Collateral Agent set forth in Section 3.3(a3(c)(i) and agrees to each of the other provisions of this Agreement applicable to the Collateral Agent. (iii) Each Secured Party (acting through the Senior Indenture Trustee or its applicable Additional Authorized Representative, as applicable) acknowledges and agrees that the payment and satisfaction of all of the Secured Obligations will be secured equally and ratably by the Transaction Liens established in favor of the Collateral Agent for the benefit of the Secured Parties.

Administration of Trust Property. (a) Each Second Lien Secured Party (acting through the Indenture Trustee or its New Second Lien Representative, as applicable) hereby appoints the Collateral Agent to serve as collateral trustee and agent hereunder on the terms and conditions set forth herein. Subject to, and in accordance with, this Agreement, the Collateral Agent will serve as collateral trustee and agent hereunder, for the benefit solely and exclusively of the present and future Second Lien Secured Parties, and will:, subject to the Intercreditor Agreement (at any time prior to the Discharge of First Lien Obligations): (i) accept, enter into, hold, maintain, administer and enforce all Second Lien Collateral Documents, including all Second Lien Collateral subject thereto, and all Liens created thereunder, perform its obligations under the Second Lien Collateral Documents and protect, exercise and enforce the interests, rights, powers and remedies granted or available to it under, pursuant to or in connection with the Second Lien Collateral Documents; (ii) take all lawful and commercially reasonable actions permitted under the Intercreditor Agreement and the Second Lien Collateral Documents that it may deem necessary or advisable to protect or preserve its interest in the Second Lien Collateral subject thereto and such interests, rights, powers and remedies; (iii) deliver and receive notices pursuant to the Intercreditor Agreement and the Second Lien Collateral Documents; (iv) sell, assign, collect, assemble, foreclose on, institute legal proceedings with respect to, or otherwise exercise or enforce the rights and remedies of a secured party (including a mortgagee, trust deed beneficiary and insurance beneficiary or loss payee) with respect to the Second Lien Collateral under the Second Lien Collateral Documents and its other interests, rights, powers and remedies; (v) remit as provided in Section 4.4 all cash proceeds received by the Collateral Agent from the collection, foreclosure or enforcement of its interest in the Second Lien Collateral under the Second Lien Collateral Documents or any of its other interests, rights, powers or remedies; (vi) execute and deliver amendments to this Agreement and the Second Lien Collateral Documents as from time to time authorized pursuant to Section 8.1 accompanied by a certificate of a Responsible Officer an Officer’s Certificate to the effect that the amendment was permitted under Section 8.1; and (vii) release any Lien granted to it by any Second Lien Collateral Document upon any Second Lien Collateral if and as required by Section 7.1. (b) Each party to this Agreement acknowledges and consents to the undertaking of the Collateral Agent set forth in Section 3.3(a) and agrees to each of the other provisions of this Agreement applicable to the Collateral Agent.

Administration of Trust Property. (ai) Each Secured Party (acting through the Term Loan Agent, the Senior Indenture Trustee or its applicable Additional Authorized Representative, as applicable) hereby appoints the Collateral Agent Trustee to serve as collateral trustee and agent hereunder on the terms and conditions set forth herein. Subject to, and in accordance with, this Agreement, the Collateral Agent Trustee will serve as collateral trustee and agent hereunder, for the benefit solely and exclusively of the present and future Secured Parties, and will, subject to the ABL Intercreditor Agreement: (iA) accept, enter into, hold, maintain, administer and enforce all Collateral Security Documents, including all Collateral subject thereto, and all Transaction Liens created thereunder, perform its obligations under the Collateral Security Documents and protect, exercise and enforce the interests, rights, powers and remedies granted or available to it under, pursuant to or in connection with the Collateral Security Documents; (iiB) take all lawful and commercially reasonable actions permitted under the Collateral ABL Intercreditor Agreement and the Security Documents that it may deem necessary or advisable to protect or preserve its interest in the Collateral subject thereto and such interests, rights, powers and remedies; (iiiC) deliver and receive notices pursuant to the Collateral ABL Intercreditor Agreement and the Security Documents; (ivD) sell, assign, collect, assemble, foreclose on, institute legal proceedings with respect to, or otherwise exercise or enforce the rights and remedies of a secured party (including a mortgagee, trust deed beneficiary and insurance beneficiary or loss payee) with respect to the Collateral under the Collateral Security Documents and its other interests, rights, powers and remedies; (vE) remit as provided in Section 4.4 4(d) all cash proceeds received by the Collateral Agent Trustee from the collection, foreclosure or enforcement of its interest in the Collateral under the Collateral Security Documents or any of its other interests, rights, powers or remedies; (viF) execute and deliver amendments to this Agreement and the Collateral Security Documents as from time to time authorized pursuant to Section 8.1 8 accompanied by a certificate of a Responsible Officer an Officer’s Certificate to the effect that the amendment was permitted under Section 8.18; and (viiG) release or subordinate any Transaction Lien granted to it by any Collateral Security Document upon any Collateral if and as required by Section 7.17. (bii) Each party to this Agreement Secured Party (acting through the Term Loan Agent, the Senior Indenture Trustee or its applicable Additional Authorized Representative, as applicable) acknowledges and consents to the undertaking of the Collateral Agent Trustee set forth in Section 3.3(a3(c)(i) and agrees to each of the other provisions of this Agreement applicable to the Collateral Trustee. (iii) Each Secured Party (acting through the Term Loan Agent, the Senior Indenture Trustee or its applicable Additional Authorized Representative, as applicable) acknowledges and agrees that the payment and satisfaction of all of the Secured Obligations will be secured equally and ratably by the Transaction Liens established in favor of the Collateral Trustee for the benefit of the Secured Parties.

Administration of Trust Property. (a) Each Secured Party (acting through the Indenture Trustee or its New Representative, as applicable) hereby appoints the Collateral Agent to serve as collateral trustee and agent hereunder on the terms and conditions set forth herein. Subject to, and in accordance with, this Agreement, the Collateral Agent will serve as collateral trustee and agent hereunder, for the benefit solely and exclusively of the present and future Secured Parties, and will: (i) accept, enter into, hold, maintain, administer and enforce all Collateral Documents, including all Collateral subject thereto, and all Liens created thereunder, perform its obligations under the Collateral Documents and protect, exercise and enforce the interests, rights, powers and remedies granted or available to it under, pursuant to or in connection with the Collateral Documents; (ii) take all lawful and commercially reasonable actions permitted under the Collateral Documents that it may deem necessary or advisable to protect or preserve its interest in the Collateral subject thereto and such interests, rights, powers and remedies; (iii) deliver and receive notices pursuant to the Collateral Documents; (iv) sell, assign, collect, assemble, foreclose on, institute legal proceedings with respect to, or otherwise exercise or enforce the rights and remedies of a secured party (including a mortgagee, trust deed beneficiary and insurance beneficiary or loss payee) with respect to the Collateral under the Collateral Documents and its other interests, rights, powers and remedies; (v) remit as provided in Section 4.4 4.04 all cash proceeds received by the Collateral Agent from the collection, foreclosure or enforcement of its interest in the Collateral under the Collateral Documents or any of its other interests, rights, powers or remedies; (vi) execute and deliver amendments to this Agreement and the Collateral Documents as from time to time authorized pursuant to Section 8.1 8.01 accompanied by a certificate of a Responsible Officer an Officer’s Certificate to the effect that the amendment was permitted under Section 8.18.01; and (vii) release or subordinate any Lien granted to it by any Collateral Document upon any Collateral if and as required by Section 7.17.01. (b) Each party to this Agreement acknowledges and consents to the undertaking of the Collateral Agent set forth in Section 3.3(a3.03(a) and agrees to each of the other provisions of this Agreement applicable to the Collateral Agent.