Right to Realize on Collateral and Enforce Guarantee. Anything contained in any of the Loan Documents to the contrary notwithstanding, the Borrower, the Administrative Agent, the Collateral Agent and each Secured Party hereby agree that # no Secured Party shall have any right individually to realize upon any of the Collateral or to enforce the Guarantee, it being understood and agreed that all powers, rights and remedies hereunder and under any of the Loan Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefit of the Secured Parties in accordance with the terms hereof and thereof and all powers, rights and remedies under the collateral documents may be exercised solely by the Collateral Agent for the benefit of the Secured Parties in accordance with the terms thereof, and # in the event of a foreclosure or similar enforcement action by the Collateral Agent on any of the Collateral pursuant to a public or private sale or other disposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code), the Collateral Agent (or any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,) may be the purchaser or licensor of any or all of such Collateral at any such sale or other disposition and the Collateral Agent, as agent for and representative of the Secured Parties (but not any Lender or ​ in its or their respective individual capacities) shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such sale or disposition, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by the Collateral Agent at such sale or other disposition.

Right to Realize on Collateral and Enforce Guarantee. Anything contained in any of the Loan Documents to the contrary notwithstanding, the Borrower, the Administrative Agent, the Collateral AgentAgents, and each Secured Party hereby agree that # no Secured Party shall have any right individually to realize upon any of the Collateral or to enforce the Guarantee, it being understood and agreed that all powers, rightsrights, and remedies hereunder and under any of the Loan Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefiton behalf of the Secured Parties in accordance with the terms hereof and thereof and all powers, rightsrights, and remedies under the collateral documentsCollateral Documents may be exercised solely by the Collateral Agent for the benefit of the Secured Parties in accordance with the terms thereof,Agent, and # in the event of a foreclosure or similar enforcement action by the Collateral Agent on any of the Collateral pursuant to a public or private sale or other disposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code),disposition, the Collateral Agent (oror any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,)Lender may be the purchaser or licensor of any or all of such Collateral at any such sale or other disposition and the Collateral Agent, as agent for and representative of the Secured Parties (but not any Lender or ​Lenders in its or their respective individual capacities)capacities unless Required Lenders shall otherwise agree in writing) shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such sale or disposition,public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by the Collateral Agent at such sale or other disposition.

Section # Right to Realize on Collateral and Enforce Guarantee. Anything contained in any of the Loan Documents to the contrary notwithstanding, the Borrower, the Administrative Agent, the Collateral Agent and each Secured PartyLender hereby agree that # no Secured PartyLender shall have any right individually to realize upon any of the Collateral or to enforce the Guarantee,Collateral Documents, it being understood and agreed that all powers, rights and remedies hereunder and under any of the LoanCollateral Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefit of the Secured Parties in accordance with the terms hereof and thereof and all powers, rights and remedies under the collateral documents may be exercised solely by the Collateral Agent for the benefit of the Secured Parties in accordance with the terms thereof, and # in the event of a foreclosure or similar enforcement action by the CollateralAdministrative Agent on any of the Collateral pursuant to a public or private sale or other disposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)]disposition, the Administrative Agent or otherwise of the Bankruptcy Code), the Collateral Agent (or any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,)Lender may be the purchaser or licensor of any or all of such Collateral at any such sale or other disposition and the CollateralAdministrative Agent, as agent for and representative of the Secured PartiesLenders (but not any Lender or ​Lenders in its or their respective individual capacities)capacities unless the Required Lenders shall otherwise agree in writing), shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such sale or disposition,public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by the CollateralAdministrative Agent at such sale or other disposition.

Section # Right to Realize on Collateral and Enforce Guarantee. Anything contained in any of the Loan Documents to the contrary notwithstanding, the Borrower, the Administrative Agent, the Collateral Agent and each Secured PartyLender hereby agree that # no Secured PartyLender shall have any right individually to realize upon any of the Collateral or to enforce the Guarantee,Collateral Documents, it being understood and agreed that all powers, rights and remedies hereunder and under any of the LoanCollateral Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefit of the Secured Parties in accordance with the terms hereof and thereof and all powers, rights and remedies under the collateral documents may be exercised solely by the Collateral Agent for the benefit of the Secured Parties in accordance with the terms thereof, and # in the event of a foreclosure or similar enforcement action by the CollateralAdministrative Agent on any of the Collateral pursuant to a public or private sale or other disposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)]disposition, the Administrative Agent or otherwise of the Bankruptcy Code), the Collateral Agent (or any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,)Lender may be the purchaser or licensor of any or all of such Collateral at any such sale or other disposition and the CollateralAdministrative Agent, as agent for and representative of the Secured PartiesLenders (but not any Lender or ​Lenders in its or their respective individual capacities)capacities unless the Required Lenders shall otherwise agree in writing), shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such sale or disposition,public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by the CollateralAdministrative Agent at such sale or other disposition.

Anything contained in any of the Loan Documents to the contrary notwithstanding, the Borrower,Borrowers, the Administrative Agent, the Collateral Agent and each Secured Party hereby agree that # no Secured Party shall have any right individually to realize upon any of the Collateral or to enforce the Guarantee,Guaranty, it being understood and agreed that all powers, rights and remedies hereunder and under any of the Loan Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefiton behalf of the Secured Parties in accordance with the terms hereof and thereof and all powers, rights and remedies under the collateral documentsCollateral Documents may be exercised solely by the CollateralAdministrative Agent forin its capacity as the benefit of the Secured Parties in accordance with the terms thereof,“collateral agent” and # in the event of a foreclosure or similar enforcement action by the CollateralAdministrative Agent in its capacity as the “collateral agent” on any of the Collateral pursuant to a public or private sale or other disposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)]disposition, the Administrative Agent (in its capacity as the “collateral agent”) or otherwise of the Bankruptcy Code), the Collateral Agent (or any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,)Lender may be the purchaser or licensor of any or all of such Collateral at any such sale or other disposition and the CollateralAdministrative Agent, as agent“collateral agent” for and representative of the Secured Parties (but not any Lender or ​Lenders in its or their respective individual capacities)capacities unless Required Lenders shall otherwise agree in writing) shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such sale or disposition,public sale, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by the CollateralAdministrative Agent at such sale or other disposition.

Notwithstanding anything to Realize on Collateral and Enforce Guarantee. Anythingthe contrary contained herein or in any of the other Loan Documents toDocuments, the contrary notwithstanding,Borrower (on behalf of itself and the Borrower,Restricted Subsidiaries), the Administrative Agent, the Collateral Agent and each Secured Party hereby agree that # no Secured Party shall have any right individually to realize upon any of the Collateral or to enforce the Guarantee,Loan Guaranty; it being understood and agreed that all powers, rights and remedies hereunder and under anymay be exercised solely by the Administrative Agent on behalf of the ​ in accordance with the terms hereof, and all powers, rights and remedies under the other Loan Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefit of the Secured Parties in accordance with the terms hereof and thereof and all powers, rights and remedies under the collateral documents may be exercised solely by the Collateral Agent for the benefit of the Secured Parties in accordance with the terms thereof, and # in the event of a foreclosure or similar enforcement action by the CollateralAdministrative Agent on any of the Collateral pursuant to a public or private sale or in the event of any other dispositionDisposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwiseSection 363 of the Bankruptcy Code), # the Collateral Agent (or any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,) may be the purchaser or licensor of any or all of such Collateral at any such sale or other disposition and the CollateralAdministrative Agent, as agent for and representative of the Secured Parties (but not any Lender or ​ in its or their respective individual capacities)​, shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such sale or disposition,sale, to use and apply all or any portion of the Obligations as a credit on account of the purchase price for any collateralCollateral payable by the CollateralAdministrative Agent at such saleDisposition and # the Administrative Agent or other disposition.any Lender may be the purchaser or licensor of all or any portion of such Collateral at any such Disposition.

No Secured Party shall have any right individually to realize upon any of the Collateral or to enforce any Guarantee of the Guarantee,Obligations, it being understood and agreed that all powers, rights and remedies hereunder and under any of the Loan Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefiton behalf of the Secured Parties in accordance with the terms hereof and thereof and all powers, rights and remedies under the collateral documents may be exercised solely by the Collateral Agent for the benefit of the Secured Parties in accordance with the terms thereof, and # inthereof. In the event of a foreclosure or similar enforcement action by the CollateralAdministrative Agent on any of the Collateral pursuant to a public or private sale or other disposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)]disposition, the Administrative Agent or otherwise of the Bankruptcy Code), the Collateral Agent (or any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,)Lender may be the purchaser or licensor of any or all of such Collateral at any such sale or other dispositiondisposition, and the CollateralAdministrative Agent, as agent for and representative of the Secured Parties (but not any Lender or ​Lenders in its or their respective individual capacities)capacities unless the Required Lenders shall otherwise agree in writing) shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such sale or disposition,public sale, to use and apply any of the Loan Document Obligations as a credit on account of the purchase price for any collateral payable by the CollateralAdministrative Agent on behalf of the Secured Parties at such sale or other disposition. Each Secured Party, whether or not a party hereto, will be deemed, by its acceptance of the benefits of the Collateral and of the Guarantees of the Obligations provided under the Loan Documents, to have agreed to the foregoing provisions.

No Lender shall have any right individually to realize upon any of the Collateral or to enforce any Guarantee of the Guarantee,Secured Obligations, it being understood and agreed that all powers, rights and remedies hereunder and under any of the Loan Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefiton behalf of the Secured PartiesLenders in accordance with the terms hereof and thereof and all powers, rights and remedies under the collateral documents may be exercised solely by the Collateral Agent for the benefit of the Secured Parties in accordance with the terms thereof, and # inthereof. In the event of a foreclosure or similar enforcement action by the CollateralAdministrative Agent on any of the Collateral pursuant to a public or private sale or other disposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)]disposition, the Administrative Agent or otherwise of the Bankruptcy Code), the Collateral Agent (or any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,)Lender may be the purchaser or licensor of any or all of such Collateral at any such sale or other dispositiondisposition, and the CollateralAdministrative Agent, as agent for and representative of the Secured PartiesLenders (but not any Lender or ​Lenders in its or their respective individual capacities)capacities unless Required Lenders shall otherwise agree in writing) shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or payment of the purchase price for all or any portion of the Collateral sold at any such sale or disposition,public sale, to use and apply any of the Secured Obligations as a credit on account of the purchase price for any collateral payable by the CollateralAdministrative Agent on behalf of the Lenders at such sale or other disposition. Each Lender, whether or not a party hereto, will be deemed, by its acceptance of the benefits of the Collateral and of the Guarantees of the Secured Obligations, to have agreed to the foregoing provisions.

SECTION # Collateral and Enforce Guarantee. Anything contained in any of the Loan DocumentsMatters. (a) Except with respect to the contrary notwithstanding, the Borrower, the Administrative Agent, the Collateral Agent and eachexercise of setoff rights in accordance with [Section 9.06] or with respect to a Secured Party hereby agree that #Party’s right to file a proof of claim in an insolvency proceeding, no Secured Party shall have any right individually to realize upon any of the Collateral or to enforce any Guarantee of the Guarantee,Secured Obligations, it being understood and agreed that all powers, rights and remedies hereunder and under any of the Loan Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefiton behalf of the Secured Parties in accordance with the terms hereof and thereof and all powers, rights and remedies underthereof. In its capacity as such, the collateral documents may be exercised solely by the CollateralAdministrative Agent for the benefitis a “representative” of the Secured Parties in accordance withwithin the terms thereof, and #meaning of the term “secured party” as defined in the UCC. In the event that any Collateral is hereafter pledged by any Person as collateral security for the Secured Obligations, the Administrative Agent is hereby authorized, and hereby granted a power of a foreclosure or similar enforcement action by the Collateral Agentattorney, to execute and deliver on any of the Collateral pursuant to a public or private sale or other disposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code), the Collateral Agent (or any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,) may be the purchaser or licensor of any or all of such Collateral at any such sale or other disposition and the Collateral Agent, as agent for and representativebehalf of the Secured Parties (but not any LenderLoan Documents necessary or ​appropriate to grant and perfect a Lien on such Collateral in its or their respective individual capacities) shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or paymentfavor of the purchase price for all or any portionAdministrative Agent on behalf of the Collateral sold at any such sale or disposition, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by the Collateral Agent at such sale or other disposition.Secured Parties.

SECTION # Collateral and Enforce Guarantee. Anything contained in any of the Loan DocumentsMatters. (a) Except with respect to the contrary notwithstanding, the Borrower, the Administrative Agent, the Collateral Agent and eachexercise of setoff rights in accordance with [Section 9.06] or with respect to a Secured Party hereby agree that #Party’s right to file a proof of claim in an insolvency proceeding, no Secured Party shall have any right individually to realize upon any of the Collateral or to enforce any Guarantee of the Guarantee,Secured Obligations, it being understood and agreed that all powers, rights and remedies hereunder and under any of the Loan Documents may be exercised solely by the Administrative Agent or the Collateral Agent, as applicable, for the benefiton behalf of the Secured Parties in accordance with the terms hereof and thereof and all powers, rights and remedies underthereof. In its capacity as such, the collateral documents may be exercised solely by the CollateralAdministrative Agent for the benefitis a “representative” of the Secured Parties in accordance withwithin the terms thereof, and #meaning of the term “secured party” as defined in the UCC. In the event that any Collateral is hereafter pledged by any Person as collateral security for the Secured Obligations, the Administrative Agent is hereby authorized, and hereby granted a power of a foreclosure or similar enforcement action by the Collateral Agentattorney, to execute and deliver on any of the Collateral pursuant to a public or private sale or other disposition (including pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code), the Collateral Agent (or any Lender, except with respect to a “credit bid” pursuant to [Section 363(k)], [Section 1129(b)(2)(a)(ii)] or otherwise of the Bankruptcy Code,) may be the purchaser or licensor of any or all of such Collateral at any such sale or other disposition and the Collateral Agent, as agent for and representativebehalf of the Secured Parties (but not any LenderLoan Documents necessary or ​appropriate to grant and perfect a Lien on such Collateral in its or their respective individual capacities) shall be entitled, upon instructions from the Required ​, for the purpose of bidding and making settlement or paymentfavor of the purchase price for all or any portionAdministrative Agent on behalf of the Collateral sold at any such sale or disposition, to use and apply any of the Obligations as a credit on account of the purchase price for any collateral payable by the Collateral Agent at such sale or other disposition.Secured Parties.