Common use of Equitable Lien Clause in Contracts

Equitable Lien. If any Credit Party or any of its Restricted Subsidiaries shall incur, create or assume, directly or indirectly, any Lien upon any of its properties or assets (a) of a kind or nature comparable to the Secured Notes Priority Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes or any Additional Secured Notes or Refinancing Secured Notes which shall retain a First Priority Lien on such properties or assets) secured thereby as long as any such Indebtedness shall be so secured and (b) of a kind or nature comparable to the Revolving Priority Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes, any Additional Secured Notes or the Refinancing Secured Notes which shall retain a Second Priority Lien on such properties or assets) secured thereby as long as any such Indebtedness shall be so secured; provided, notwithstanding the foregoing, this covenant shall not be construed as a consent by the Requisite Lenders to the creation or assumption of any such Lien not otherwise permitted hereby.

Equitable Lien. If any Credit Party or any of its Restricted Subsidiaries shall incur, create or assume, directly or indirectly, any Lien upon any of its properties or assets (a) of a kind or nature comparable to the Secured Notes ABL Priority Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Term Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes or any Additional Secured Notes or Refinancing Secured Notes ABL Loans which shall retain a First Priority Lien on such properties or assets) secured thereby as long as any such Indebtedness shall be so secured and (b) of a kind or nature comparable to the Revolving Term Priority Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Term Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured NotesABL Loans, any Additional Secured Notes or the Refinancing Secured Notes which shall retain a Second Priority Lien on such properties or assets) secured thereby as long as any such Indebtedness shall be so secured; provided, notwithstanding the foregoing, this covenant shall not be construed as a consent by the Requisite Lenders to the creation or assumption of any such Lien not otherwise permitted hereby.

Equitable Lien. If any Credit Party or any of its Restricted Subsidiaries shall incur, create or assume, directly or indirectly, assume any Lien upon any of its properties or assets (a) of a kind or nature comparable to the Secured Notes Priority Liquid Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes or Term Obligations) secured thereby as long as any Additional Secured Notes or Refinancing Secured Notes which such Indebtedness shall retain be so secured and the Term Obligations will (x) so long as the Revolving Obligations are so secured, have a First Second Priority Lien on such properties or assetsassets and (y) if the Revolving Obligations have been discharged, be secured by such Lien equally and ratably with any and all other Indebtedness secured thereby as long as any such Indebtedness shall be so secured and (b) of a kind or nature comparable to the Revolving Priority Fixed Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Term Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes, any Additional Secured Notes or the Refinancing Secured Notes which shall retain a Second Priority Lien on such properties or assetsRevolving Obligations) secured thereby as long as any such Indebtedness shall be so secured; provided, notwithstanding the foregoing, this covenant shall not be construed as a consent by the Requisite Lenders to the creation or assumption of any such Lien not otherwise permitted hereby.

Equitable Lien. If any Credit Party or any of its Restricted Subsidiaries shall incur, create or assume, directly or indirectly, any Lien upon any of its properties or assets (a) of a kind or nature comparable to the Secured Notes Term Loan Priority Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes Term Loans or any Additional Secured Notes Term Loans or Refinancing Secured Notes Term Loans which shall retain a First Priority Lien on such properties or assets) secured thereby as long as any such Indebtedness shall be so secured and (b) of a kind or nature comparable to the Revolving Priority Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured NotesTerm Loans, any Additional Secured Notes Term Loans or the Refinancing Secured Notes Term Loans which shall retain a Second Priority Lien on such properties or assets) secured thereby as long as any such Indebtedness shall be so secured; provided, notwithstanding the foregoing, this covenant shall not be construed as a consent by the Requisite Lenders to the creation or assumption of any such Lien not otherwise permitted hereby.

Equitable Lien. If any Credit Party or any of its Restricted Subsidiaries shall incur, create or assume, directly or indirectly, assume any Lien upon any of its properties or assets (a) of a kind or nature comparable to the Secured Notes Priority Fixed Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Term Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Revolving Obligations) secured thereby as long as any such Indebtedness shall be so secured and the Revolving Obligations will (x) so long as the Term Obligations are so secured, have a Second Priority Lien on such properties or assets and (y) if the Term Obligations have been discharged, be secured by such Lien equally and ratably with any and all other Indebtedness secured thereby as long as any such Indebtedness shall be so secured and (b) of a kind or nature comparable to the Liquid Collateral, whether now owned or hereafter acquired, it shall make or cause to be made effective provisions whereby the Revolving Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes or any Additional Secured Notes or Refinancing Secured Notes which shall retain a First Priority Lien on such properties or assets) secured thereby as long as any such Indebtedness shall be so secured and (b) of a kind or nature comparable to the Revolving Priority Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes, any Additional Secured Notes or the Refinancing Secured Notes which shall retain a Second Priority Lien on such properties or assetsTerm Obligations) secured thereby as long as any such Indebtedness shall be so secured; provided, notwithstanding the foregoing, this covenant shall not be construed as a consent by the Requisite Lenders to the creation or assumption of any such Lien not otherwise permitted hereby.

Equitable Lien. If any Credit Party or any of its Restricted Subsidiaries shall incur, create or assume, directly or indirectly, assume any Lien upon any of its properties or assets (a) of a kind or nature comparable to the Secured Notes Priority Collateralassets, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions provision whereby the Revolving Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes or any Additional Secured Notes or Refinancing Secured Notes which shall retain a First Priority Lien on such properties or assets) secured thereby as long as any such Indebtedness shall be so secured and (b) of a kind or nature comparable to the Revolving Priority Collateral, whether now owned or hereafter acquired, other than Permitted Liens, it shall make or cause to be made effective provisions whereby the Revolving Obligations will be secured by such Lien equally and ratably with any and all other Indebtedness (other than the Secured Notes, any Additional Secured Notes or the Refinancing Secured Notes which shall retain a Second Priority Lien on such properties or assets) secured thereby as long as any such Indebtedness shall be so secured; provided, notwithstanding the foregoing, this covenant shall not be construed as a consent by the Requisite Required Lenders to the creation or assumption of any such Lien not otherwise permitted hereby. Except with respect to (a) specific property encumbered to secure payment of particular Indebtedness or to be sold pursuant to an executed agreement with respect to a permitted Asset Sale and (b) restrictions by reason of customary provisions restricting assignments, subletting or other transfers contained in leases, licenses and similar agreements entered into in the ordinary course of business (provided, that such restrictions are limited to the property or assets secured by such Liens or the property or assets subject to such leases, licenses or similar agreements, as the case may be) no Credit Party nor any of its Subsidiaries shall enter into any agreement prohibiting the creation or assumption of any Lien upon any of its properties or assets, whether now owned or hereafter acquired.