Priorities and Agreements With Respect to Shared Collateral Clause Samples

The "Priorities and Agreements with Respect to Shared Collateral" clause defines how multiple parties' interests in the same collateral are ranked and managed. It typically outlines the order in which creditors or lenders can claim or enforce their rights against the shared collateral, often specifying priority levels or procedures in the event of default or liquidation. This clause is essential for preventing disputes among parties with competing claims, ensuring clarity and predictability regarding who gets paid first and under what circumstances.
Priorities and Agreements With Respect to Shared Collateral. Section 2.01.
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Priorities and Agreements With Respect to Shared Collateral. 18 Section 2.1 Priority of Claims. 18
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Priorities and Agreements With Respect to Shared Collateral. A. Priority of Claims. 1. Anything contained herein or in any of the First Lien Documents to the contrary notwithstanding (but subject to II.A.2 and II.K.2, if an Event of Default has occurred and is continuing, and the Applicable Collateral Agent is taking action to enforce rights in respect of any Collateral, or any distribution is made in respect of any Shared Collateral in any Bankruptcy Case of any Grantor or any First Lien Claimholder receives any payment pursuant to any intercreditor agreement (other than this Agreement) or otherwise with respect to any Shared Collateral, the proceeds of any sale, collection or other liquidation of any Shared Collateral or Equity Release Proceeds received by any First Lien Claimholder or received by the Applicable Collateral Agent or any First Lien Claimholder pursuant to any such intercreditor agreement or otherwise with respect to such Collateral and proceeds of any such distribution (subject, in the case of any such distribution, to the sentence immediately following clause THIRD below) to which the First Lien Obligations are entitled under any intercreditor agreement (other than this Agreement) or otherwise (all proceeds of any sale, collection or other liquidation of any Collateral comprising either Shared Collateral or Equity Release Proceeds and all proceeds of any such distribution and any proceeds of any insurance covering the Shared Collateral received by the Applicable Collateral Agent and not returned to any Grantor under any First Lien Document being collectively referred to as “Proceeds”), shall be applied by the Applicable Collateral Agent in the following order: a. FIRST, to the payment of all amounts owing to each Collateral Agent (in its capacity as such) and each Representative (in its capacity as such) secured by such Shared Collateral or, in the case of Equity Release Proceeds, secured by the Underlying Assets, including all reasonable costs and expenses incurred by each Collateral Agent (in its capacity as such) and each Representative (in its capacity as such) in connection with such collection or sale or otherwise in connection with this Agreement, any other First Lien Document or any of the First Lien Obligations, including all court costs and the reasonable fees and expenses of its agents and legal counsel, and any other reasonable costs or expenses incurred in connection with the exercise of any right or remedy hereunder or under any other First Lien Document and all fees and indemnities o...
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Priorities and Agreements With Respect to Shared Collateral. Section 2.1. Priority of Claims 12 Section 2.2. Actions with Respect to Shared Collateral; Prohibition on Contesting Liens 15 Section 2.3. No Interference; Payment Over; Exculpatory Provisions 16 Section 2.4. Automatic Release of Liens 17 Section 2.5. Certain Agreements with Respect to Bankruptcy or Insolvency Proceedings 18 Section 2.6. Reinstatement 20 Section 2.7. Insurance and Condemnation Awards 20 Section 2.8. Refinancings 20 Section 2.9. Gratuitous Bailee/Agent for Perfection 21 Section 2.10. Amendments to First Lien Documents 22 Section 2.11. Similar Liens and Agreements 23
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Priorities and Agreements With Respect to Shared Collateral. Section 2.01. (a) Subordination 11 Section 2.02. Nature of Senior Lender Claims 12 Section 2.03. Prohibition on Contesting Liens 12 Section 2.04. No Other Liens 12 Section 2.05. Perfection of Liens 13 ARTICLE III ENFORCEMENT Section 3.01. Exercise of Remedies 13 Section 3.02. Cooperation 15 Section 3.03. Actions upon Breach 16 Section 3.04. No Additional Rights for the Grantors Hereunder 16 ARTICLE IV PAYMENTS Section 4.01. Application of Proceeds 16 Section 4.02. Payments Over 16 ARTICLE V OTHER AGREEMENTS Section 5.01. Releases 17 Section 5.02. Insurance and Condemnation Awards 18 Section 5.03. Amendments to Debt Documents 19 Section 5.04. Rights as Unsecured Creditors 20 Section 5.05. Bailment for Perfection of Security Interest 21 Section 5.06. When Discharge of Senior Obligations Deemed To Not Have Occurred 22 Section 5.07. Purchase Right 22 ARTICLE VI INSOLVENCY OR LIQUIDATION PROCEEDINGS. Section 6.01. Financing Issues 23 Section 6.02. Relief from the Automatic Stay 24 Section 6.03. Adequate Protection 24 Section 6.04. Preference Issues 26 Section 6.05. Separate Grants of Security and Separate Classifications 26 Section 6.06. No Waivers of Rights of Senior Secured Parties 26 Section 6.07. Application 27 Section 6.08. Other Matters 27 Section 6.09. 506(c) Claims 27 Section 6.10. Reorganization Securities 27 Section 6.11. Section 1111(b) of the Bankruptcy Code 28 Section 6.12. Post-Petition Interest 28 ARTICLE VII RELIANCE; ETC. Section 7.01. Reliance 28 Section 7.02. No Warranties or Liability 28 Section 7.03. Obligations Unconditional 29 ARTICLE VIII MISCELLANEOUS Section 8.01. Conflicts 29 Section 8.02. Continuing Nature of this Agreement; Severability 30 Section 8.03. Amendments; Waivers 30 Section 8.04. Information Concerning Financial Condition of the Parent Borrower and the Subsidiaries 31 Section 8.05. Subrogation 31 Section 8.06. Application of Payments 31 Section 8.07. Additional Grantors 31 Section 8.08. Dealings with Grantors 32 Section 8.09. Additional Debt Facilities 32 Section 8.10. Refinancings 33 Section 8.11. Consent to Jurisdiction; Waivers 33 Section 8.12. Notices 34 Section 8.13. Further Assurances 35 Section 8.14. GOVERNING LAW; WAIVER OF JURY TRIAL 36 Section 8.15. Binding on Successors and Assigns 36 Section 8.16. Section Titles 36 Section 8.17. Counterparts 36 Section 8.18. Authorization 36 Section 8.19. No Third-Party Beneficiaries; Successors and Assigns 36 Section 8.20. Effectiveness 37 Section 8.21. Collateral Agent and Re...
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Priorities and Agreements With Respect to Shared Collateral 
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Related to Priorities and Agreements With Respect to Shared Collateral

  • Rights with respect to Collateral Each Secured Party agrees with all other Secured Parties and the Agent (i) that it shall not, and shall not attempt to, exercise any rights with respect to its security interest in the Collateral, whether pursuant to any other agreement or otherwise (other than pursuant to this Agreement), or take or institute any action against the Agent or any of the other Secured Parties in respect of the Collateral or its rights hereunder (other than any such action arising from the breach of this Agreement) and (ii) that such Secured Party has no other rights with respect to the Collateral other than as set forth in this Agreement and the other Transaction Documents. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent and the retiring Agent shall be discharged from its duties and obligations under the Agreement. After any retiring Agent’s resignation or removal hereunder as Agent, the provisions of the Agreement including this Annex B shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Agent.

  • Actions with Respect to Shared Collateral; Prohibition on Contesting Liens (a) With respect to any Shared Collateral, (i) only the Applicable Authorized Representative shall act or refrain from acting with respect to the Shared Collateral (including with respect to any intercreditor agreement with respect to any Shared Collateral), (ii) the Applicable Authorized Representative shall not follow any instructions with respect to such Shared Collateral (including with respect to any intercreditor agreement with respect to any Shared Collateral) from any Non-Controlling Authorized Representative and (iii) no Non-Controlling Authorized Representative or other Secured Party (other than the Applicable Authorized Representative) shall or shall instruct the Applicable Authorized Representative to, commence any judicial or nonjudicial foreclosure proceedings with respect to, seek to have a trustee, receiver, liquidator or similar official appointed for or over, attempt any action to take possession of, exercise any right, remedy or power with respect to, or otherwise take any action to enforce its security interest in or realize upon, or take any other action available to it in respect of, any Shared Collateral (including with respect to any intercreditor agreement with respect to any Shared Collateral), whether under any Security Document, applicable law or otherwise, it being agreed that only the Applicable Authorized Representative, acting on the instructions of the Secured Parties (other than any Non-Controlling Secured Parties) and in accordance with the applicable Security Documents, shall be entitled to take any such actions or exercise any such remedies with respect to Shared Collateral. Notwithstanding the equal priority of the Liens securing each Series of Obligations, the Applicable Authorized Representative may deal with the Shared Collateral as if such Applicable Authorized Representative had a senior Lien on such Collateral. No Non-Controlling Authorized Representative or Non-Controlling Secured Party will contest, protest or object to any foreclosure proceeding or action brought by the Applicable Authorized Representative or Controlling Secured Party or any other exercise by the Applicable Authorized Representative or Controlling Secured Party of any rights and remedies relating to the Shared Collateral, or to cause the Applicable Authorized Representative to do so. The foregoing shall not be construed to limit the rights and priorities of any Secured Party, Applicable Authorized Representative or Authorized Representative with respect to any Collateral not constituting Shared Collateral. (b) Each of the Authorized Representatives agrees that it will not accept any Lien on any Collateral for the benefit of any Series of Obligations (other than funds deposited for the discharge or defeasance of any Additional Agreement) other than pursuant to the Security Documents and pursuant to Sections 2.05(c) or (j), 2.11(d) or (e) or 2.22 of the Credit Agreement, and by executing this Agreement (or a Joinder Agreement), each Authorized Representative and the Series of Secured Parties for which it is acting hereunder agree to be bound by the provisions of this Agreement and the other Security Documents applicable to it. (c) Each of the Secured Parties agrees that it will not (and hereby waives any right to) contest or support any other Person in contesting, in any proceeding (including any Insolvency or Liquidation Proceeding), the perfection, priority, validity, attachment or enforceability of a Lien held by or on behalf of any of the Secured Parties in all or any part of the Collateral, or the provisions of this Agreement; provided that nothing in this Agreement shall be construed to prevent or impair the rights of any of the Applicable Authorized Representative or any Authorized Representative to enforce this Agreement.

  • Other Agreements with Respect to Indemnification The provisions of this Section shall not affect any agreement among the Company and the Selling Shareholders with respect to indemnification.