REVOLVING CREDIT SECURED PARTY SHALL BE ENTITLED TO A REINSTATEMENT OF THE
APPLICABLE CANADIAN REVOLVING CREDIT OBLIGATIONS WITH RESPECT TO ALL SUCH
RECOVERED AMOUNTS. IF THIS AGREEMENT SHALL HAVE BEEN TERMINATED PRIOR TO SUCH
RECOVERY OR SUCH CANADIAN RECOVERY, THIS AGREEMENT SHALL BE REINSTATED IN FULL
FORCE AND EFFECT, AND SUCH PRIOR TERMINATION SHALL NOT DIMINISH, RELEASE,
DISCHARGE, IMPAIR OR OTHERWISE AFFECT THE OBLIGATIONS OF THE PARTIES HERETO FROM
SUCH DATE OF REINSTATEMENT.
SECTION 6.06. POST-PETITION INTEREST. THE JUNIOR AGENT AGREES, ON BEHALF OF
ITSELF AND THE JUNIOR SECURED PARTIES, THAT NONE OF THEM SHALL OPPOSE OR SEEK TO
CHALLENGE ANY CLAIM BY THE SENIOR AGENT OR ANY SENIOR SECURED PARTY FOR
ALLOWANCE IN ANY INSOLVENCY OR LIQUIDATION PROCEEDING OF SENIOR OBLIGATIONS
CONSISTING OF POST-PETITION INTEREST, FEES OR EXPENSES TO THE EXTENT OF THE
VALUE OF THE SENIOR AGENT'S OR SUCH
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SENIOR SECURED PARTY'S SENIOR LIEN ON ITS SENIOR LIEN COLLATERAL, WITHOUT REGARD
TO THE EXISTENCE OF THE JUNIOR LIEN OF THE JUNIOR AGENT OR ANY JUNIOR SECURED
PARTY ON SUCH SENIOR LIEN COLLATERAL.
SECTION 6.07. SEPARATE GRANTS OF SECURITY AND SEPARATE CLASSIFICATION. EACH OF
THE REVOLVING CREDIT AGENT, FOR ITSELF AND ON BEHALF OF THE REVOLVING CREDIT
SECURED PARTIES, AND THE SENIOR NOTES AGENT, FOR ITSELF AND ON BEHALF OF THE
SENIOR NOTES SECURED PARTIES, ACKNOWLEDGES AND AGREES THAT (A) THE GRANTS OF
LIENS PURSUANT TO THE REVOLVING CREDIT COLLATERAL DOCUMENTS AND THE SENIOR NOTES
COLLATERAL DOCUMENTS CONSTITUTE SEPARATE AND DISTINCT GRANTS OF LIENS; AND
(B) BECAUSE OF, AMONG OTHER THINGS, THEIR DIFFERING RIGHTS IN THE ABL COLLATERAL
AND THE NON-ABL COLLATERAL, THE REVOLVING CREDIT OBLIGATIONS AND THE SENIOR
NOTES OBLIGATIONS ARE FUNDAMENTALLY DIFFERENT FROM ONE ANOTHER AND MUST BE
SEPARATELY CLASSIFIED IN ANY PLAN OF REORGANIZATION PROPOSED OR ADOPTED IN AN
INSOLVENCY OR LIQUIDATION PROCEEDING (OTHER THAN ANY SUCH PLAN OF REORGANIZATION
THAT PROVIDES FOR THE PAYMENT IN FULL AND IN CASH OF THE AGGREGATE PRINCIPAL
AMOUNT OF (AND ACCRUED INTEREST, FEES, PREMIUMS AND EXPENSES UNDER) THE
REVOLVING CREDIT OBLIGATIONS AND SENIOR NOTES OBLIGATIONS). TO FURTHER
EFFECTUATE THE INTENT OF THE PARTIES AS PROVIDED IN THE IMMEDIATELY PRECEDING
SENTENCE, IF IT IS HELD THAT THE CLAIMS OF THE REVOLVING CREDIT SECURED PARTIES
AND THE SENIOR NOTES SECURED PARTIES OR ANY OF THEM IN RESPECT OF ANY
ABL COLLATERAL OR NON-ABL COLLATERAL CONSTITUTE ONLY ONE SECURED CLAIM (RATHER
THAN SEPARATE CLASSES OF SECURED CLAIMS), THEN EACH OF THE PARTIES HERETO HEREBY
ACKNOWLEDGES AND AGREES THAT, SUBJECT TO SECTIONS 2.01 AND 4.01, ALL
DISTRIBUTIONS SHALL BE MADE AS IF THERE WERE SEPARATE CLASSES OF SECURED CLAIMS
AGAINST THE GRANTORS IN RESPECT OF SUCH ABL COLLATERAL OR NON-ABL COLLATERAL
(WITH THE EFFECT BEING THAT, TO THE EXTENT THAT THE AGGREGATE VALUE OF SUCH
ABL COLLATERAL OR NON-ABL COLLATERAL IS SUFFICIENT (FOR THIS PURPOSE IGNORING
ALL CLAIMS HELD BY THE JUNIOR SECURED PARTIES), THE SENIOR SECURED PARTIES SHALL
BE ENTITLED TO RECEIVE, IN ADDITION TO AMOUNTS OTHERWISE DISTRIBUTED TO THEM IN
RESPECT OF PRINCIPAL, PRE-PETITION INTEREST AND OTHER CLAIMS, ALL