Common use of No Layering of Debt Clause in Contracts

No Layering of Debt. Parent Issuer (i) will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of Parent Issuer and senior in right of payment to, or pari passu in right of payment with, the Notes, and (ii) will not permit any Guarantor to incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, in each case, other than a Working Capital Line. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, other than a Working Capital Line. Notwithstanding the foregoing provisions of this Section 5.16, Parent Issuer and the Guarantors shall be permitted to incur, maintain and guaranty all obligations under the First Lien Documents and the Second Lien Documents.

No Layering of Debt. Parent Issuer The Company (i) will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of Parent Issuer the Company and senior in right of payment to, or pari passu in right of payment with, the Notes, and (ii) will not permit any Guarantor to incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, in each case, other than a Working Capital Line. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, other than a Working Capital Line. Notwithstanding the foregoing provisions of this Section 5.16, Parent Issuer the Company and the Guarantors shall be permitted to incur, maintain and guaranty all obligations under the First Lien Documents and Documents, subject to the Second Lien Documentsterms of Section 5.26.

No Layering of Debt. Parent Issuer The Company (i) will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of Parent Issuer the Company and senior in right of payment to, or pari passu in right of payment with, the Notes, and (ii) will not permit any Guarantor to incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s Guarantors obligations under the Guaranty, in each case, other than a Working Capital Line. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s Guarantors obligations under the Guaranty, other than a Working Capital Line. Notwithstanding the foregoing provisions of this Section 5.16, Parent Issuer the Company and the Guarantors shall be permitted to incur, maintain and guaranty all obligations under the First Lien Documents and Documents, subject to the Second Lien Documentsterms of Section 5.26.

No Layering of Debt. Neither Parent nor Issuer (i) will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of Parent Issuer or Issuer, as applicable, and senior in right of payment to, or pari passu in right of payment with, the Notes, and or (ii) will not permit any Guarantor to incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, in each case, other than a Working Capital Line. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, other than a Working Capital Line. Notwithstanding the foregoing provisions of this Section 5.16, Parent Issuer and the Guarantors shall be permitted to incur, maintain and guaranty all obligations under the Note Documents, the Note Documents (as defined in the First Lien Purchase Agreement), the Note Documents (as defined in the Parent Third Lien Exchange Agreement) and the Second Note Documents (as defined in the Spinco Third Lien DocumentsExchange Agreement).

No Layering of Debt. Neither Parent nor Issuer (i) will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of Parent Issuer or Issuer, as applicable, and senior in right of payment to, or pari passu in right of payment with, the Notes, and or (ii) will not permit any Guarantor to incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, in each case, other than a Working Capital Line. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, other than a Working Capital Line. Notwithstanding the foregoing provisions of this Section 5.16, Parent Issuer and the Guarantors shall be permitted to incur, maintain and guaranty all obligations under the First Lien Documents, the Second Lien Documents and the Second Parent Third Lien Documents.

No Layering of Debt. Neither Parent nor Issuer (i) will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of Parent Issuer or Issuer, as applicable, and senior in right of payment to, or pari passu in right of payment with, the Notes, and or (ii) will not permit any Guarantor to incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, in each case, other than a Working Capital Line. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, other than a Working Capital Line. Notwithstanding the foregoing provisions of this Section 5.16, Parent Issuer and the Guarantors shall be permitted to incur, maintain and guaranty all obligations under the First Lien Note Documents, the Note Documents and (as defined in the Second Lien DocumentsPurchase Agreement), the Note Documents (as defined in the Parent Third Lien Exchange Agreement) and the Note Documents (as defined in the Spinco Third Lien Exchange Agreement).

No Layering of Debt. Parent Issuer (i) will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of Parent Issuer and senior in right of payment to, or pari passu in right of payment with, the Notes, and (ii) will not permit any Guarantor to incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s Guarantors obligations under the Guaranty, in each case, other than a Working Capital Line. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s Guarantors obligations under the Guaranty, other than a Working Capital Line. Notwithstanding the foregoing provisions of this Section 5.16, Parent Issuer and the Guarantors shall be permitted to incur, maintain and guaranty all obligations under the First Lien Documents and the Second Lien Documents.

No Layering of Debt. Parent Issuer will not (i) will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of Parent Issuer and senior in right of payment to, or pari passu in right of payment with, the Notes, and or (ii) will not permit any Guarantor to incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, in each case, other than a Working Capital Line. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Indebtedness of such Guarantor and senior in right of payment to, or pari passu in right of payment with, such Guarantor’s obligations under the Guaranty, other than a Working Capital Line. Notwithstanding the foregoing provisions of this Section 5.16, Parent Issuer and the Guarantors shall be permitted to incur, maintain and guaranty all obligations under the First Lien Documents, the Second Lien Documents and the Second Spinco Third Lien Documents.