Common use of Separate Classes Clause in Contracts

Separate Classes. Each of the parties hereto irrevocably acknowledges and agrees that (a) the claims and interests of the First Lien Secured Parties and the Second Lien Secured Parties are not “substantially similar” within the meaning of Section 1122 of the Bankruptcy Code, or any comparable provision of any other Bankruptcy Law, and do not give rise to a “commonality of interest” between the First Lien Secured Parties and the Second Lien Secured Parties in respect of such claims and interests, (b) the grants of the Liens to secure the First Lien Debt and the grants of the Liens to secure the Second Lien Debt constitute two separate and distinct grants of Liens, (c) the First Lien Secured Parties’ rights in the Second Lien Collateral are fundamentally different from the Second Lien Secured Parties’ rights in the Second Lien Collateral and (d) as a result of the foregoing, among other things, the First Lien Debt and the Second Lien Debt must be separately classified in any plan of reorganization or plan of compromise proposed or adopted in any Insolvency or Liquidation Proceeding.

Separate Classes. Each of the parties hereto irrevocably acknowledges and agrees that (a) the claims and interests of the First Lien Secured Parties Debt Claimholders and the Second Pari Passu Lien Secured Parties Claimholders are not “substantially similar” within the meaning of Section 1122 of the Bankruptcy Code, or any comparable provision of any other Bankruptcy Law, and do not give rise to a “commonality of interest” between the First Lien Secured Parties and the Second Lien Secured Parties in respect of such claims and interests, (b) the grants of the Liens to secure the First Lien Debt and the grants of the Liens to secure the Second Pari Passu Lien Debt constitute two separate and distinct grants of Liens, (c) (i) the rights of the First Lien Secured Parties’ rights Debt Claimholders in the Second Lien Collateral are fundamentally different from the Second Pari Passu Lien Secured PartiesClaimholders’ rights in the Second Collateral and (ii) the rights of the Pari Passu Lien Claimholders in the Collateral are fundamentally different from the First Lien Debt Claimholders’ rights in the Collateral and (d) as a result of the foregoing, among other things, the First Lien Debt and the Second Pari Passu Lien Debt must be separately classified in any plan of reorganization or plan of compromise proposed or adopted in any Insolvency or Liquidation Proceeding.