Common use of Designation of Other Secured Indebtedness Clause in Contracts

Designation of Other Secured Indebtedness. The Borrower may at any time designate as “Designated Indebtedness” hereunder any Other Secured Indebtedness under and as defined in the Credit Agreement and, to the extent defined therein, each Designated Indebtedness Document, by satisfying the terms and conditions of the definition thereof in the Credit Agreement (and each applicable Designated Indebtedness Document) and the provisions of Section 6.01(b) of the Credit Agreement (and any corresponding provisions of each applicable Designated Indebtedness Document), such designation to be effected by delivery to the Collateral Agent of a notice substantially in the form of Exhibit A or in such other form approved by the Collateral Agent (a “Notice of Designation”), which notice shall identify such Other Secured Indebtedness, request that such Other Secured Indebtedness be designated as “Designated Indebtedness” hereunder and be accompanied by a certificate of a Financial Officer of the Borrower delivered to the Administrative Agent, each Financing Agent, each Designated Indebtedness Holder party hereto and the Collateral Agent: (a) certifying that (i) such Other Secured Indebtedness satisfies the conditions of this Section, (ii) that after giving effect to such designation and the incurrence of such Designated Indebtedness, no Event of Default or Trigger Event shall have occurred and be continuing and (iii) both before and after giving effect to such designation and the incurrence of such Designated Indebtedness, the Borrower is in compliance with Section 6.07 of the Credit Agreement and the corresponding provisions of any then extant Designated Indebtedness Document, (b) attaching (and certifying as true and complete) copies of the material Designated Indebtedness Documents for such Designated Indebtedness (including all schedules and exhibits, and all amendments or supplements, thereto) and (c) identifying the Financing Agent, if any, for such Designated Indebtedness (or, if there is no Financing Agent for such Designated Indebtedness, identifying each holder of such Designated Indebtedness). No such designation shall be effective unless and until the Borrower and such Financing Agent (or, if there is no Financing Agent, each holder of such Designated Indebtedness) shall have executed and delivered to the Collateral Agent either (x) a joinder agreement to this Agreement, substantially in the form of Exhibit C, or (y) such other document or agreement, in a form reasonably satisfactory to the Administrative Agent and the Collateral Agent, pursuant to which such Financing Agent (or, if there is no Financing Agent, such holder) shall have become a party hereto and assumed the obligations of a Financing Agent (or holder) hereunder, as applicable.

Designation of Other Secured Indebtedness. The Borrower may at any time designate as “Designated Indebtedness” hereunder any Other Secured Indebtedness under and as defined in the Credit Agreement and, to the extent defined therein, each Designated Indebtedness Document, by satisfying the terms and conditions of the definition thereof of “Secured Longer-Term Indebtedness” in the Credit Agreement (and each applicable Designated Indebtedness Document) and the provisions of Section 6.01(b) of the Credit Agreement (and any corresponding provisions of each applicable Designated Indebtedness Document)Agreement, such designation to be effected by delivery to the Collateral Agent of a notice substantially in the form of Exhibit A or in such other form approved by the Collateral Agent (a “Notice of Designation”), which notice shall identify such Other Secured Indebtedness, request that such Other Secured Indebtedness be designated as “Designated Indebtedness” hereunder and be accompanied by a certificate of a Financial Officer of the Borrower delivered to the Administrative Agent, each Financing Agent, each Designated Indebtedness Holder party hereto and the Collateral Agent: (a) certifying that (i) such Other Secured Indebtedness satisfies the conditions of this Section, (ii) and that after giving effect to such designation and the incurrence of such Designated Indebtedness, no Default or Event of Default or Trigger Event shall have occurred and be continuing and (iii) both before and after giving effect to such designation and the incurrence of such Designated Indebtedness, the Borrower is in compliance with Section 6.07 of the Credit Agreement and the corresponding provisions of any then extant Designated Indebtedness Document,continuing; (b) attaching (and certifying as true and complete) copies of the material Designated Indebtedness Documents for such Designated Indebtedness (including all schedules and exhibits, and all amendments or supplements, thereto) ); and (c) identifying the Financing Agent, if any, for such Designated Indebtedness (or, if there is no Financing Agent for such Designated Indebtedness, identifying each holder of such Designated Indebtedness). No such designation shall be effective unless and until the Borrower and such Financing Agent (or, if there is no Financing Agent, each holder of such Designated Indebtedness) shall have executed and delivered to the Collateral Agent either (x) a joinder agreement to this Agreement, substantially in the form of Exhibit C, or (y) such other document or agreement, in a form reasonably and substance satisfactory to the Administrative Agent and the Collateral Agent, appropriately completed and duly executed and delivered by each party thereto, pursuant to which such Financing Agent (or, if there is no Financing Agent, such holder) shall have become a party hereto and assumed the obligations of a Financing Agent (or holder) hereunder, as applicable.

Designation of Other Secured Indebtedness. The Borrower may at any time designate as “Designated Indebtedness” hereunder any Other Secured Indebtedness under and as defined in the Credit Agreement and, to the extent defined therein, each Designated Indebtedness Document, by satisfying the terms and conditions of the definition thereof in the Credit Agreement (and each applicable Designated Indebtedness Document) and the provisions of Section 6.01(b) of the Credit Agreement (and any corresponding provisions of each applicable Designated Indebtedness Document)Agreement, such designation to be effected by delivery to the Collateral Agent of a notice substantially in the form of Exhibit A or in such other form approved by the Collateral Agent (a “Notice of Designation”), which notice shall identify such Other Secured Indebtedness, request that such Other Secured Indebtedness be designated as “Designated Indebtedness” hereunder and be accompanied by a certificate of a Financial Officer of the Borrower delivered to the Administrative Agent, each Financing Agent, each Designated Indebtedness Holder party hereto and the Collateral Agent: (a) certifying that (i) such Other Secured Indebtedness satisfies the conditions of this Section, (ii) that after giving effect to such designation and the incurrence of such Designated Indebtedness, no Event of Default or Trigger Event shall have occurred and be continuing and (iii) both before and after giving effect to such designation and the incurrence of such Designated Indebtedness, the Borrower is in compliance with Section 6.07 of the Credit Agreement and the corresponding provisions of any then extant Designated Indebtedness DocumentAgreement, (b) attaching (and certifying as true and complete) copies of the material Designated Indebtedness Documents for such Designated Indebtedness (including all schedules and exhibits, and all amendments or supplements, thereto) and (c) identifying the Financing Agent, if any, for such Designated Indebtedness (or, if there is no Financing Agent for such Designated Indebtedness, identifying each holder of such Designated Indebtedness). No such designation shall be effective unless and until the Borrower and such Financing Agent (or, if there is no Financing Agent, each holder of such Designated Indebtedness) shall have executed and delivered to the Collateral Agent either (x) a joinder agreement to this Agreement, substantially in the form of Exhibit C, or (y) such other document or agreement, in a form reasonably satisfactory to the Administrative Agent and the Collateral Agent, pursuant to which such Financing Agent (or, if there is no Financing Agent, such holder) shall have become a party hereto and assumed the obligations of a Financing Agent (or holder) hereunder, as applicable.

Designation of Other Secured Indebtedness. The Borrower may at any time designate as “Designated Indebtedness” hereunder any Other Secured Indebtedness under and as defined in the Credit Agreement and, to the extent defined therein, each Designated Indebtedness Document, by satisfying the terms and conditions of the definition thereof of “Secured Longer-Term Indebtedness” in the Credit Agreement (and each applicable Designated Indebtedness Document) and the provisions of Section 6.01(b) of the Credit Agreement (and any corresponding provisions of each applicable Designated Indebtedness Document)Agreement, such designation to be effected by delivery to the Collateral Agent of a notice substantially in the form of Exhibit A or in such other form approved by the Collateral Agent (a “Notice of Designation”), which notice shall identify such Other Secured Indebtedness, request that such Other Secured Indebtedness be designated as “Designated Indebtedness” hereunder and be accompanied by a certificate of a Financial Officer the chief financial officer or chief executive officer of the Borrower delivered to the Administrative Agent, each Financing Agent, each Designated Indebtedness Holder party hereto and the Collateral Agent: (a) certifying that (i) such Other Secured Indebtedness satisfies the conditions of this Section, (ii) and that after giving effect to such designation and the incurrence of such Designated Indebtedness, no Default or Event of Default or Trigger Event shall have occurred and be continuing and (iii) both before and after giving effect to such designation and the incurrence of such Designated Indebtedness, the Borrower is in compliance with Section 6.07 of the Credit Agreement and the corresponding provisions of any then extant Designated Indebtedness Document,continuing; (b) attaching (and certifying as true and complete) copies of the material Designated Indebtedness Documents for such Designated Indebtedness (including all schedules and exhibits, and all amendments or supplements, thereto) ); and (c) identifying the Financing Agent, if any, for such Designated Indebtedness (or, if there is no Financing Agent for such Designated Indebtedness, identifying each holder of such Designated Indebtedness). No such designation shall be effective unless and until the Borrower and such Financing Agent (or, if there is no Financing Agent, each holder of such Designated Indebtedness) shall have executed and delivered to the Collateral Agent either (x) a joinder agreement to this Agreement, substantially in the form of Exhibit C, or (y) such other document or agreement, in a form reasonably and substance satisfactory to the Administrative Agent and the Collateral Agent, appropriately completed and duly executed and delivered by each party thereto, pursuant to which such Financing Agent (or, if there is no Financing Agent, such holder) shall have become a party hereto and assumed the obligations of a Financing Agent (or holder) hereunder, as applicable.

Designation of Other Secured Indebtedness. The Borrower may at any time designate as “Designated Indebtedness” hereunder any Other Secured other Indebtedness under and as defined in intended by the Credit Agreement andBorrower to be secured by the Collateral, to the extent defined therein, each provided that such Designated Indebtedness Document, by satisfying satisfies at the time of incurrence thereof the terms and conditions of the definition thereof of “Secured Longer-Term Indebtedness” in the Revolving Credit Agreement, Section 6.01(b)(ii) of the Revolving Credit Agreement and the other provisions of the Revolving Credit Agreement (and each applicable Designated Indebtedness Document) and as long as the provisions of Section 6.01(b) of the Revolving Credit Agreement Obligations are outstanding (and other than any corresponding provisions of each applicable Designated Indebtedness Documentcontingent, unasserted indemnification obligations)), such designation to be effected by delivery to the Collateral Agent of a notice substantially in the form of Exhibit A or in such other form as is approved by the Collateral Agent (a “Notice of Designation”), which notice shall identify such Other Secured Indebtedness, request provide that such Other Secured Indebtedness be designated as “Designated Indebtedness” hereunder and be accompanied by a certificate of a Financial Officer of the Borrower delivered to the Revolving Administrative Agent, each Financing AgentAgent (if any), each Designated Indebtedness Holder party hereto and the Collateral Agent: (a) certifying that (i) such Other Secured Indebtedness satisfies the conditions of this SectionSection 6.01, (ii) and that after giving effect to such designation and the incurrence of such Designated Indebtedness, no Default, Event of Default or Trigger Event shall have occurred and be continuing and (iii) that both immediately before and immediately after giving effect to such designation and the incurrence of such Designated Indebtedness, the Borrower is in compliance with Section 6.07 6.01(b)(ii) of the Revolving Credit Agreement and the corresponding other provisions of the Revolving Credit Agreement (as long as the Revolving Credit Agreement Obligations are outstanding (other than any then extant Designated Indebtedness Document,contingent, unasserted indemnification obligations)); (b) attaching (and certifying as true and complete) copies of the material Designated Indebtedness Documents for such Designated Indebtedness (including all schedules and exhibits, and all amendments or supplements, thereto) ); and (c) identifying the Financing Agent, if any, for such Designated Indebtedness (or, if there is no Financing Agent for such Designated Indebtedness, identifying each holder of such Designated Indebtedness). No such designation shall be effective unless and until the Borrower and such Financing Agent (or, if there is no Financing Agent, each holder of such Designated IndebtednessIndebtedness Holder) shall have executed and delivered to the Collateral Agent either (x) a joinder agreement to this Agreement, substantially in the form of attached hereto as Exhibit C, E or (y) such other document or agreement, an agreement in a form and substance reasonably satisfactory to the Administrative Agent and the Collateral Agent, appropriately completed and duly executed and delivered by each party thereto, pursuant to which such Financing Agent (or, if there is no Financing Agent, each such holderDesignated Indebtedness Holder) shall have become a party hereto and assumed the obligations of a Financing Agent (or holderDesignated Indebtedness Holder) hereunder, as applicable.

Designation of Other Secured Indebtedness. The Borrower may at any time designate as “Designated Indebtedness” hereunder any Other Secured Indebtedness under and as defined in the Credit Agreement and, to the extent defined therein, each Designated Indebtedness Document, by satisfying the terms and conditions of the definition thereof in the Credit Agreement (and each applicable Designated Indebtedness Document) and the provisions of Section 6.01(b) of the Credit Agreement (and any corresponding provisions of each applicable Designated Indebtedness Document)Agreement, such designation to be effected by delivery to the Collateral Agent of a notice substantially in the form of Exhibit A or in such other form approved by the Collateral Agent (a “Notice of Designation”), which notice shall identify such Other Secured Indebtedness, request that such Other Secured Indebtedness be designated as “Designated Indebtedness” hereunder and be accompanied by a certificate of a Financial Officer the chief financial officer or chief executive officer of the Borrower delivered to the Administrative Agent, each Financing Agent, each Designated Indebtedness Holder party hereto and the Collateral Agent: (a) certifying that (i) such Other Secured Indebtedness satisfies the conditions of this Section, (ii) and that after giving effect to such designation and the incurrence of such Designated Indebtedness, no Event of Default or Trigger Event shall have occurred and be continuing and (iii) both before and after giving effect to such designation and the incurrence of such Designated Indebtedness, the Borrower is in compliance with Section 6.07 of the Credit Agreement and the corresponding provisions of any then extant Designated Indebtedness Documentcontinuing, (b) attaching (and certifying as true and complete) copies of the material Designated Indebtedness Documents for such Designated Indebtedness (including all schedules and exhibits, and all amendments or supplements, thereto) and (c) identifying the Financing Agent, if any, for such Designated Indebtedness (or, if there is no Financing Agent for such Designated Indebtedness, identifying each holder of such Designated Indebtedness). No such designation shall be effective unless and until the Borrower and such Financing Agent (or, if there is no Financing Agent, each holder of such Designated Indebtedness) shall have executed and delivered to the Collateral Agent either (x) a joinder agreement to this Agreement, substantially in the form of Exhibit C, or (y) such other document or agreement, in a form reasonably and substance satisfactory to the Administrative Agent and the Collateral Agent, appropriately completed and duly executed and delivered by each party thereto, pursuant to which such Financing Agent (or, if there is no Financing Agent, such holder) shall have become a party hereto and assumed the obligations of a Financing Agent (or holder) hereunder, as applicable.

Designation of Other Secured Indebtedness. The Borrower may at any time designate as “Designated Indebtedness” hereunder any Other Secured other Indebtedness under and as defined in intended by the Credit Agreement andBorrower to be secured by the Collateral, to the extent defined therein, each provided that such Designated Indebtedness Document, by satisfying satisfies at the time of incurrence thereof the terms and conditions of the definition thereof of “Secured Longer-Term Indebtedness” in the Revolving Credit Agreement, Section 6.01(b)(ii) of the Revolving Credit Agreement and the other provisions of the Revolving Credit Agreement (and each applicable Designated Indebtedness Document) and as long as the provisions of Section 6.01(b) of the Revolving Credit Agreement Obligations are outstanding (and any corresponding provisions of each applicable Designated Indebtedness Documentother than unasserted, contingent indemnification obligations)), such designation to be effected by delivery to the Collateral Agent of a notice substantially in the form of Exhibit A or in such other form approved by the Collateral Agent (a “Notice of Designation”), which notice shall identify such Other Secured Indebtedness, request provide that such Other Secured Indebtedness be designated as “Designated Indebtedness” hereunder and be accompanied by a certificate of a Financial Officer of the Borrower delivered to the Revolving Administrative Agent, each Financing AgentAgent (if any), each Designated Indebtedness Holder party hereto and the Collateral Agent: (a) certifying that (i) such Other Secured Indebtedness satisfies the conditions of this Section, (ii) and that after giving effect to such designation and the incurrence of such Designated Indebtedness, no Default, Event of Default or Trigger Event shall have occurred and be continuing and (iii) both before and after giving effect to such designation and the incurrence of such Designated Indebtedness, the Borrower is in compliance with Section 6.07 of the Credit Agreement and the corresponding provisions of any then extant Designated Indebtedness Document,continuing; (b) attaching (and certifying as true and complete) copies of the material Designated Indebtedness Documents for such Designated Indebtedness (including all schedules and exhibits, and all amendments or supplements, thereto) ); and (c) identifying the Financing Agent, if any, for such Designated Indebtedness (or, if there is no Financing Agent for such Designated Indebtedness, identifying each holder of such Designated Indebtedness). No such designation shall be effective unless and until the Borrower and such Financing Agent (or, if there is no Financing Agent, each holder of such Designated Indebtedness) shall have executed and delivered to the Collateral Agent either (x) a joinder an agreement to this Agreement, substantially in the form of Exhibit C, or (y) such other document or agreement, in a form and substance reasonably satisfactory to the Administrative Agent and the Collateral Agent, appropriately completed and duly executed and delivered by each party thereto, pursuant to which such Financing Agent (or, if there is no Financing Agent, each holder of such holderDesignated Indebtedness) shall have become a party hereto and assumed the obligations of a Financing Agent (or holder) hereunder, as applicable.

Designation of Other Secured Indebtedness. The Borrower may at any time designate as “Designated Indebtedness” hereunder any Other Secured other Indebtedness under and as defined in intended by the Credit Agreement andBorrower to be secured by the Collateral, to the extent defined therein, each provided that such Designated Indebtedness Document, by satisfying satisfies at the time of incurrence thereof the terms and conditions of the definition thereof of “Secured Longer-Term Indebtedness” in the Revolving Credit Agreement, Section 6.01 of the Revolving Credit Agreement and the other provisions of the Revolving Credit Agreement (and each applicable Designated Indebtedness Document) and as long as the provisions of Section 6.01(b) of the Revolving Credit Agreement Obligations are outstanding (and other than any corresponding provisions of each applicable Designated Indebtedness Documentcontingent, unasserted indemnification obligations)), such designation to be effected by delivery to the Collateral Agent of a notice substantially in the form of Exhibit A or in such other form as is approved by the Collateral Agent (a “Notice of Designation”), which notice shall identify such Other Secured Indebtedness, request provide that such Other Secured Indebtedness be designated as “Designated Indebtedness” hereunder and be accompanied by a certificate of a Financial Officer of the Borrower delivered to the Revolving Administrative Agent, each Financing AgentAgent (if any), each Designated Indebtedness Holder party hereto and the Collateral Agent: (a) certifying that (i) such Other Secured Indebtedness satisfies the conditions of this SectionSection 6.01, (ii) and that after giving effect to such designation and the incurrence of such Designated Indebtedness, no Default, Event of Default or Trigger Event shall have occurred and be continuing and (iii) that both immediately before and immediately after giving effect to such designation and the incurrence of such Designated Indebtedness, the Borrower is in compliance with Section 6.07 6.01 of the Revolving Credit Agreement and the corresponding other provisions of the Revolving Credit Agreement (as long as the Revolving Credit Agreement Obligations are outstanding (other than any then extant Designated Indebtedness Document,contingent, unasserted indemnification obligations)); (b) attaching (and certifying as true and complete) copies of the material Designated Indebtedness Documents for such Designated Indebtedness (including all schedules and exhibits, and all amendments or supplements, thereto) ); and (c) identifying the Financing Agent, if any, for such Designated Indebtedness (or, if there is no Financing Agent for such Designated Indebtedness, identifying each holder of such Designated Indebtedness). No such designation shall be effective unless and until the Borrower and such Financing Agent (or, if there is no Financing Agent, each holder of such Designated IndebtednessIndebtedness Holder) shall have executed and delivered to the Collateral Agent either (x) a joinder agreement to this Agreement, substantially in the form of attached hereto as Exhibit C, E or (y) such other document or agreement, an agreement in a form and substance reasonably satisfactory to the Administrative Agent and the Collateral Agent, appropriately completed and duly executed and delivered by each party thereto, pursuant to which such Financing Agent (or, if there is no Financing Agent, each such holderDesignated Indebtedness Holder) shall have become a party hereto and assumed the obligations of a Financing Agent (or holderDesignated Indebtedness Holder) hereunder, as applicable. Notwithstanding the foregoing, it is understood and agreed that the Revolving Credit Agreement as in effect on the date hereof does not permit the Borrower to incur Secured Longer-Term Indebtedness, and no such designation pursuant to this Section 6.01 shall be effective until the Revolving Credit Agreement is amended in accordance with its terms to permit such Secured Longer-Term Indebtedness.