Common use of Limitation on Layering Indebtedness Clause in Contracts

Limitation on Layering Indebtedness. The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, incur any Indebtedness that is or purports to be by its terms (or by the terms of any agreement governing such Indebtedness) subordinated in right of payment to any other Indebtedness of the Company or of such Restricted Subsidiary, as the case may be, unless such Indebtedness is also by its terms (or by the terms of any agreement governing such Indebtedness) made expressly subordinated in the right of payment to the Notes or the Subsidiary Guarantee of such Restricted Subsidiary, to the same extent and in the same manner as such Indebtedness is subordinated in right of payment to such other Indebtedness of the Company or such Restricted Subsidiary, as the case may be. For purposes of this Section 4.04, no Indebtedness shall be deemed to be subordinated in right of payment to any other Indebtedness of the Company or any of its Restricted Subsidiaries solely by virtue of being unsecured or secured by a junior priority Lien or by virtue of the fact that the holders of such Indebtedness have entered into intercreditor agreements or other arrangements giving one or more of such holders priority over the other holders in the collateral held by them, including intercreditor agreements that contain customary provisions requiring turnover by holders of junior priority Liens of proceeds of collateral in the event that the security interests in favor of the holders of the senior priority in such intended collateral are not perfected or invalidated and similar customary provisions protecting the holders of senior priority Liens.

Limitation on Layering Indebtedness. The Company will Issuer shall not, and will shall not permit any of its Restricted Subsidiaries Subsidiary to, directly or indirectly, incur any Indebtedness that is or purports to be by its terms (or by the terms of any agreement governing such Indebtedness) subordinated in right of payment to any other Indebtedness of the Company Issuer or of such Restricted Subsidiary, as the case may be, unless such Indebtedness is also by its terms (or by the terms of any agreement governing such Indebtedness) made expressly subordinated in the right of payment subordinate to the Notes or the Subsidiary Note Guarantee of such Restricted Subsidiary, to the same extent and in the same manner as such Indebtedness is subordinated in right of payment to such other Indebtedness of the Company Issuer or such Restricted Subsidiary, as the case may be. For purposes of this Section 4.04the foregoing, no Indebtedness shall be deemed to be subordinated in right of payment to any other Indebtedness of the Company Issuer or any of its Restricted Subsidiaries solely Subsidiary (i) by virtue of being unsecured or secured by a junior priority Lien or lien, (ii) by virtue of the fact that the holders of such Indebtedness have entered into intercreditor agreements or other arrangements giving one or more of such holders priority over the other holders in the collateral held by them, including intercreditor agreements that contain customary provisions requiring turnover them or (iii) by holders of junior priority Liens of proceeds of collateral in the event that the security interests in favor virtue of the holders fact that there are distinctions between categories of the senior priority Indebtedness that exist by reason of any Liens or Guarantees arising or created in respect of some but not all such intended collateral are not perfected or invalidated and similar customary provisions protecting the holders of senior priority LiensIndebtedness.

Limitation on Layering Indebtedness. The Company will Issuer shall not, and will shall not permit any of its Restricted Subsidiaries Subsidiary to, directly or indirectly, incur any Indebtedness that is or purports to be by its terms (or by the terms of any agreement governing such Indebtedness) subordinated in right of payment to any other Indebtedness of the Company Issuer or of such Restricted Subsidiary, as the case may be, unless such Indebtedness is also by its terms (or by the terms of any agreement governing such Indebtedness) made expressly subordinated subordinate in the right of payment to the Notes or the Subsidiary Note Guarantee of such Restricted Subsidiary, to the same extent and in the same manner as such Indebtedness is subordinated in right of payment to such other Indebtedness of the Company Issuer or such Restricted Subsidiary, as the case may be. For purposes of this Section 4.04the foregoing, no Indebtedness shall be deemed to be subordinated in right of payment to any other Indebtedness of the Company Issuer or any of its Restricted Subsidiaries solely Subsidiary (i) by virtue of being unsecured or secured by a junior priority Lien or lien, (ii) by virtue of the fact that the holders of such Indebtedness have entered into intercreditor agreements or other arrangements giving one or more of such holders priority over the other holders in the collateral held by them, including intercreditor agreements that contain customary provisions requiring turnover them or (iii) by holders of junior priority Liens of proceeds of collateral in the event that the security interests in favor virtue of the holders fact that there are distinctions between categories of the senior priority Indebtedness that exist by reason of any Liens or Guarantees arising or created in respect of some but not all such intended collateral are not perfected or invalidated and similar customary provisions protecting the holders of senior priority LiensIndebtedness.

Limitation on Layering Indebtedness. (a) The Company Issuer will not, and will not permit any of its Restricted Subsidiaries Subsidiary to, directly or indirectly, incur any Indebtedness that is or purports to be by its terms (or by the terms of any agreement governing such Indebtedness) is or purports to be contractually subordinated in right of payment to any other Indebtedness of the Company Issuer or of such Restricted Subsidiary, as the case may be, unless such Indebtedness is also by its terms (or by the terms of any agreement governing such IndebtednessIndebt- edness) made expressly subordinated contractually subordinate in the right of payment to the Notes or the Subsidiary Guarantee Guarantee, if any, of such Restricted Subsidiary, Subsidiary to the same extent and in the same manner as such Indebtedness is subordinated in right of payment to such other Indebtedness of the Company Issuer or such Restricted Subsidiary, as the case may be. . (b) For purposes of this Section 4.044.14(a), no Indebtedness shall will be deemed to be subordinated in right of payment to any other Indebtedness of the Company Issuer or any of its Restricted Subsidiaries Subsidiary solely by virtue of being unsecured or secured by a junior priority Lien or by virtue of the fact that the holders of such Indebtedness have entered into intercreditor agreements or other arrangements giving one or more of such holders priority over the other holders in the collateral held by themthem or by virtue of structural subordination. (c) Without limiting Section 4.14(b), including intercreditor agreements that contain customary provisions requiring turnover by holders for purposes of junior priority Liens Section 4.14(a), the Indebtedness under the Second Lien Credit Agreement shall not be deemed to be subordinated in right of proceeds of collateral payment to the Indebtedness under the First Lien Credit Agreement in each case as outstanding on the event that the security interests in favor of the holders of the senior priority in such intended collateral are not perfected or invalidated and similar customary provisions protecting the holders of senior priority LiensIssue Date.

Limitation on Layering Indebtedness. (a) The Company Issuer will not, and will not permit any of its Restricted Subsidiaries Subsidiary to, directly or indirectly, incur any Indebtedness that is or purports to be by its terms (or by the terms of any agreement governing such Indebtedness) is or purports to be contractually subordinated in right of payment to any other Indebtedness of the Company Issuer or of such Restricted Subsidiary, as the case may be, unless such Indebtedness is also by its terms (or by the terms of any agreement governing such Indebtedness) made expressly subordinated contractually subordinate in the right of payment to the Notes or the Subsidiary Guarantee Guarantee, if any, of such Restricted Subsidiary, Subsidiary to the same extent and in the same manner as such Indebtedness is subordinated in right of payment to such other Indebtedness of the Company Issuer or such Restricted Subsidiary, as the case may be. . (b) For purposes of this Section 4.044.14(a), no Indebtedness shall will be deemed to be subordinated in right of payment to any other Indebtedness of the Company Issuer or any of its Restricted Subsidiaries Subsidiary solely by virtue of being unsecured or secured by a junior priority Lien or by virtue of the fact that the holders of such Indebtedness have entered into intercreditor agreements or other arrangements giving one or more of such holders priority over the other holders in the collateral held by themthem or by virtue of structural subordination. (c) Without limiting Section 4.14(b), including intercreditor agreements that contain customary provisions requiring turnover by holders for purposes of junior priority Liens Section 4.14(a), the Indebtedness under the Second Lien Credit Agreement shall not be deemed to be subordinated in right of proceeds of collateral payment to the Indebtedness under the First Lien Credit Agreement in the event that the security interests in favor of the holders of the senior priority in such intended collateral are not perfected or invalidated and similar customary provisions protecting the holders of senior priority Lienseach case as outstanding on August 11, 2009.

Limitation on Layering Indebtedness. (a) The Company Issuer will not, and will not permit any of its Restricted Subsidiaries Subsidiary to, directly or indirectly, incur any Indebtedness that is or purports to be by its terms (or by the terms of any agreement governing such Indebtedness) is or purports to be contractually subordinated in right of payment to any other Indebtedness of the Company Issuer or of such Restricted Subsidiary, as the case may be, unless such Indebtedness is also by its terms (or by the terms of any agreement governing such Indebtedness) made expressly subordinated contractually subordinate in the right of payment to the Notes or the Subsidiary Guarantee Guarantee, if any, of such Restricted Subsidiary, Subsidiary to the same extent and in the same manner as such Indebtedness is subordinated in right of payment to such other Indebtedness of the Company Issuer or such Restricted Subsidiary, as the case may be. . (b) For purposes of this Section 4.044.14(a), no Indebtedness shall will be deemed to be subordinated in right of payment to any other Indebtedness of the Company Issuer or any of its Restricted Subsidiaries Subsidiary solely by virtue of being unsecured or secured by a junior priority Lien or by virtue of the fact that the holders of such Indebtedness have entered into intercreditor agreements or other arrangements giving one or more of such holders priority over the other holders in the collateral held by them, including intercreditor agreements that contain customary provisions requiring turnover them or by holders virtue of junior priority Liens of proceeds of collateral in the event that the security interests in favor of the holders of the senior priority in such intended collateral are not perfected or invalidated and similar customary provisions protecting the holders of senior priority Liensstructural subordination.

Limitation on Layering Indebtedness. The Company Issuer will not, and will not permit any of its Restricted Subsidiaries Guarantor to, directly or indirectly, incur any Indebtedness that is or purports to be by its terms (or by the terms of any agreement governing such Indebtedness) subordinated in right of payment to any other Indebtedness of the Company Issuer or of such Restricted SubsidiaryGuarantor, as the case may be, unless such Indebtedness is also by its terms (or by the terms of any agreement governing such Indebtedness) made expressly subordinated subordinate in the right of payment to the Notes or the Subsidiary Note Guarantee of such Restricted SubsidiaryGuarantor, to the same extent and in the same manner as such Indebtedness is subordinated in right of payment to such other Indebtedness of the Company Issuer or such Restricted SubsidiaryGuarantor, as the case may be. For purposes of this Section 4.04the foregoing, no Indebtedness shall will be deemed to be subordinated in right of payment to any other Indebtedness of the Company Issuer or any of its Restricted Subsidiaries Guarantor solely by virtue of being unsecured or secured by a junior priority Lien lien or by virtue of the fact that the holders of such Indebtedness have entered into intercreditor agreements or other arrangements giving one or more of such holders priority over the other holders in the collateral held by them, including intercreditor agreements that contain customary provisions requiring turnover by holders of junior priority Liens prior liens of proceeds of collateral in the event that the security interests in favor of the holders of the senior priority in such intended collateral are not perfected or invalidated and similar customary provisions protecting the holders of senior priority Liensliens.