First Lien Purchase Event Clause Samples

First Lien Purchase Event i. Without prejudice to the enforcement of the First Lien Collateral Agent’s or the other First Lien Secured Parties’ rights or remedies under this Agreement, any other First Lien Credit Document, at law or in equity or otherwise, the First Lien Secured Parties agree that at any time following (i) acceleration of the First Lien Obligations in accordance with the terms of the First Lien Credit Documents, (ii) the commencement of an Insolvency Proceeding by or against any Grantor constituting an Event of Default (as defined in the Credit Agreement) or (iii) the occurrence of an event of default under the Credit Agreement resulting from a payment default comprised of principal, interest or fees that remains uncured or unwaived for a period of 30 days (each, a “First Lien Purchase Event”), one or more of the Second Lien Secured Parties may request within 30 days after the first date on which a First Lien Purchase Event occurs, and the First Lien Secured Parties hereby offer the Second Lien Secured Parties the option, to purchase all, but not less than all, of the aggregate amount of First Lien Obligations outstanding (and to assume all, but not less than all, of the amount of unfunded commitments under the First Lien Credit Documents), at the time of purchase at in the case of First Lien Obligations, par plus accrued and unpaid interest, fees, expenses and other amounts owed to the First Lien Secured Parties under the First Lien Credit Documents (including any prepayment penalty or premium set forth in the Credit Agreement or other applicable First Lien Credit Document) and any DIP Financing secured by a Lien that is pari passu with the First Lien Obligations. ▇▇. ▇▇ addition to the purchase price descried in paragraph (a)(i) above, the Second Lien Secured Parties and the Third Lien Secured Parties that have exercised such option shall agree to reimburse the First Lien Collateral Agent and the other First Lien Secured Parties, and, if requested by the First Lien Collateral Agent, provide cash collateral in an amount reasonably calculated by the First Lien Collateral Agent, with respect to any contingent or unliquidated First Lien Obligations related to claims, causes of action or liabilities that have been asserted in writing against the First Lien Secured Parties or which are authorized to be investigated by any order of a Bankruptcy Court (including, without limitation, any order approving a DIP Financing or use of cash collateral)and for which indemnificati...