Common use of Limitation on Layering Clause in Contracts

Limitation on Layering. The Company and DC will not, and the Company will not permit any 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) contractually subordinated or junior in right of payment to any Senior Debt (including Acquired Debt) of the Company or DC or Guarantor Senior Debt (including Acquired Debt) of such Restricted Subsidiary, as the case may be, unless such Indebtedness is either: (1) pari passu in right of payment with the Notes or the Guarantees; or (2) subordinate in right of payment to the Notes or the Guarantees. For purposes of the foregoing, no Indebtedness will be deemed to be contractually subordinated or junior in right of payment to any other Indebtedness solely by virtue of being unsecured or by virtue of the fact that the holders of Secured Debt have entered into intercreditor or similar arrangements giving one or more of such holders priority over the other holders in the collateral held by them.

Limitation on Layering. The Company and DC will shall not, and the Company will shall not permit any 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) contractually subordinated or junior in right of payment to any Senior Debt (including Acquired Debt) other Indebtedness of the Company or DC or such Guarantor Senior Debt (including Acquired Debt) of such Restricted Subsidiary, as the case may be, unless such Indebtedness is either: (1) pari passu in right of payment with the Notes subordinate or the Guarantees; or (2) subordinate junior in right of payment to the Notes or such Guarantor’s Guarantee of the GuaranteesNotes, as the case may be, to the same extent. For purposes of the foregoing, no Indebtedness will be deemed to be contractually subordinated or junior in right of payment to any other Indebtedness of the Company or any Guarantor, as applicable, solely by virtue reason of being unsecured any Liens or Guarantees arising or created in respect thereof or by virtue of the fact that the holders of any Secured Debt Indebtedness have entered into intercreditor or similar arrangements agreements giving one or more of such holders priority over the other holders in the collateral held by them.

Limitation on Layering. The Company and DC Issuer will not, and the Company will not permit any Restricted Subsidiary that is a 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) contractually subordinated or junior in right of payment to any Senior Debt (including Acquired Debt) of the Company or DC Issuer or Guarantor Senior Debt (including Acquired Debt) of such Restricted Subsidiary, as the case may be, unless such Indebtedness is either: (1) pari passu in right of payment with the Notes Securities or the Guarantees; or (2) subordinate in right of payment to the Notes Securities or the Guarantees. For purposes of the foregoing, no Indebtedness will be deemed to be contractually subordinated or junior in right of payment to any other Indebtedness solely by virtue of being unsecured or by virtue of the fact that the holders of Secured Debt Indebtedness have entered into intercreditor or similar arrangements giving one or more of such holders priority over the other holders in the collateral held by them.

Limitation on Layering. The Company and DC will shall not, and the Company will shall not permit any 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) contractually subordinated or junior in right of payment to any Senior Debt (including Acquired Debt) other Indebtedness of the Company or DC or such Guarantor Senior Debt (including Acquired Debt) of such Restricted Subsidiary, as the case may be, unless such Indebtedness is either: (1) pari passu in right of payment with the Notes subordinate or the Guarantees; or (2) subordinate junior in right of payment to the Notes or such Guarantor’s Guarantee of the GuaranteesNotes, as the case may be, to the same extent. For purposes of the foregoing, no Indebtedness will be deemed to be contractually subordinated or junior in right of payment to any other Indebtedness of the Company or any Guarantor, as applicable, solely by virtue reason of being unsecured any Liens or Guarantees arising or created in respect thereof or by virtue of the fact that the holders of Secured Debt any secured Indebtedness have entered into intercreditor or similar arrangements agreements giving one or more of such holders priority over the other holders in the collateral held by them.

Limitation on Layering. The Company and DC Issuer will not, and the Company will not permit any Restricted Subsidiary that is a 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) contractually subordinated or junior in right of payment to any Senior Debt (including Acquired Debt) of the Company or DC Issuer or Guarantor Senior Debt (including Acquired Debt) of such Restricted Subsidiary, as the case may be, unless such Indebtedness is either: (1) pari passu in right of payment with the Notes or the Guarantees; or (2) subordinate in right of payment to the Notes or the Guarantees. For purposes of the foregoing, no Indebtedness will be deemed to be contractually subordinated or junior in right of payment to any other Indebtedness solely by virtue of being unsecured or by virtue of the fact that the holders of Secured Debt have entered into intercreditor or similar arrangements giving one or more of such holders priority over the other holders in the collateral held by them.