Intercreditor Acknowledgement Sample Clauses
The Intercreditor Acknowledgement clause establishes that the parties to an agreement recognize and accept the existence and terms of arrangements between multiple creditors involved with the same borrower or collateral. In practice, this clause typically requires each creditor to acknowledge the priority, rights, and obligations of other creditors, often referencing a separate intercreditor agreement that governs how conflicts or payments are managed among them. Its core function is to prevent disputes between creditors by ensuring all parties are aware of and agree to the hierarchy and coordination of their respective claims, thereby promoting orderly enforcement and risk allocation.
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Intercreditor Acknowledgement. The Secured Party acknowledges that Debtor has entered, or will enter, into similar security agreements (collectively with this Security Agreement, the “Royalty Security Agreements”) with one or more of its other creditors (collectively with the Secured Party, the “Royalty Secured Creditors”). Debtor represents that the obligations owed to all Royalty Secured Creditors secured by the Royalty Security Agreements will not exceed $975,000 in the aggregate (collectively, the “Royalty Secured Obligations”). In light of the multiple Royalty Secured Creditors and the non-recourse nature of the Royalty Secured Obligations, the Secured Party agrees that (1) all amounts payable by Debtor to the Royalty Secured Creditors under their respective Royalty Security Agreements and related promissory notes will be shared pro rata (based on the outstanding amount of Royalty Secured Obligations owed to each Royalty Secured Creditor at the time of such payment) among all Royalty Secured Creditors, (2) prior to the occurrence of an Event of Default, no Royalty Secured Creditor will have any rights to enforce or otherwise take action to collect any amounts under their respective Royalty Security Agreements or realize on the Collateral, and (3) notwithstanding any priorities that otherwise would attach among the respective security interests of the Royalty Secured Creditors based on the timing of filing of financing statements, each security interest perfected by filing pursuant to the Royalty Security Agreements will have equal priority and all Royalty Secured Obligations will be pari passu.
Intercreditor Acknowledgement. In accordance with Section 3.4(c)(i) of the Intercreditor Agreement, the 2018 Replacement Lenders hereby notify the ABL Facility Security Agent and the ABL Facility Secured Parties (each as defined in the Intercreditor Agreement) that the Original Replaced Term Loans shall be Refinanced (as defined in the Intercreditor Agreement) pursuant to this Second Amendment and the Credit Agreement (as modified hereby), and hereby (i) acknowledge and agree to the terms of the Intercreditor Agreement and (ii) agree to be bound by all terms and conditions of the Intercreditor Agreement as a “Term Loan Secured Party”. The 2018 Replacement Lenders hereby authorize the Administrative Agent to provide on its behalf any notice to the ABL Facility Security Agent and the ABL Facility Secured Parties (each as defined in the Intercreditor Agreement) as it may deem necessary or advisable (in its sole discretion) to ensure compliance with Section 3.4(c)(i) of the Intercreditor Agreement.
Intercreditor Acknowledgement. The agent for the Working Capital Facility shall have executed an acknowledgement with respect to the Intercreditor Agreement in form and substance satisfactory to the Purchaser.
Intercreditor Acknowledgement a Consent and Acknowledgement dated as of the date hereof, executed by Holdings and the Company, as such Consent and Acknowledgement may be supplemented from time to time.
Intercreditor Acknowledgement. Lender shall have received an Intercreditor Acknowledgement executed by Borrowers, the Pre-Petition Agent, and the Administrative Agent.
Intercreditor Acknowledgement. Each Lender party hereto hereby directs Administrative Agent to enter into the Intercreditor Acknowledgement, to, pursuant to the Intercredior Agreement, acknowledge and, to the extent necessary, consent, to the Term Loan Amendment.