Common use of No Release If Event of Default Clause in Contracts

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1-1/2 Lien Notes Indenture or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is repaid in full and terminated (including all commitments and letters of credit thereunder), the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims relating to such Event of Default will not be released, except to the extent such Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness secured by such Collateral, and thereafter the applicable Second-Priority Agent will have the right to direct the Intercreditor Agent to foreclose upon such Collateral (but in any such event, the Liens on such Collateral securing the applicable Second-Priority Claims will be released when such Event of Default and all other Events of Default under the 1-1/2 Lien Notes Indenture or any other Second-Priority Document, as applicable, cease to exist).

Appears in 4 contracts

Samples: Intercreditor Agreement, Joinder and Supplement to Intercreditor Agreement (Momentive Performance Materials Inc.), Intercreditor Agreement (Momentive Performance Materials Inc.)

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No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is Priority Obligations are repaid in full and terminated (including all commitments and letters of credit thereunder)) resulting in a Discharge of First-Priority Obligations, the secondSecond-priority Priority Liens on the Second-Priority Collateral securing the Second-Priority Claims Obligations relating to such Event of Default will not be released, except to the extent such Second-Priority Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Priority Obligations secured by such Second-Priority Collateral, and thereafter the applicable Second-Priority Collateral Agent will have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims Obligations will be released when such Event of Default and all other Events of Default under the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable, cease to exist).

Appears in 3 contracts

Samples: Intercreditor Agreement (Gannett Co., Inc.), Credit Agreement (Canopy Growth Corp), First Lien Credit Agreement (Cec Entertainment Inc)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1-1/2 Lien Second Secured Notes Indenture or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is repaid in full and terminated (including all commitments and letters of credit thereunder), the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims relating to such Event of Default will not be released, except to the extent such Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness secured by such Collateral, and thereafter the applicable Second-Priority Agent will have the right to direct the Intercreditor Agent to foreclose upon such Collateral (but in any such event, the Liens on such Collateral securing the applicable Second-Priority Claims will be released when such Event of Default and all other Events of Default under the 1-1/2 Lien Second Secured Notes Indenture or any other Second-Priority Document, as applicable, cease to exist).

Appears in 3 contracts

Samples: Intercreditor Agreement, Intercreditor Agreement (Momentive Specialty Chemicals Inc.), Intercreditor Agreement (Hexion Specialty Chemicals, Inc.)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1-1/2 New 1.5 Lien Notes Indenture or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is Senior Lender Claims are repaid in full and terminated (including all commitments and letters of credit thereunder), the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims relating to such Event of Default will not be released, except to the extent such Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Senior Lender Claims secured by such Collateral, and thereafter the applicable Second-Priority Designated Agent will have the right to direct the Intercreditor Agent to foreclose upon such Collateral (but in any such event, the Liens on such Collateral securing the applicable Second-Priority Claims will be released when such Event of Default and all other Events of Default under the 1-1/2 New 1.5 Lien Notes Indenture or any other Second-Priority Document, as applicable, cease to exist).

Appears in 2 contracts

Samples: Intercreditor Agreement, Intercreditor Agreement (Hexion Inc.)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1-1/2 Lien Notes Indenture or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness Debt is repaid in full and terminated (including all commitments and letters of credit thereunder), the second-priority Liens on the Second-Priority Collateral Security Property securing the Second-Priority Claims relating to such Event of Default will not be released, except to the extent such Collateral Security Property or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Debt secured by such CollateralSecurity Property, and thereafter the applicable Second-Priority Agent will have the right to direct the Intercreditor Agent to foreclose upon such Collateral Security Property (but in any such event, the Liens on such Collateral Security Property securing the applicable Second-Priority Claims will be released when such Event of Default and all other Events of Default under the 1-1/2 Lien Notes Indenture or any other Second-Priority Document, as applicable, cease to exist).

Appears in 2 contracts

Samples: Lien Subordination and Intercreditor Agreement, Lien Subordination and Intercreditor Agreement (Petroquest Energy Inc)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1-1/2 Second Lien Notes Indenture or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is repaid in full and terminated (including all commitments and letters of credit thereunder), the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims relating to such Event of Default will not be released, except to the extent such Second-Priority Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness secured by such Second-Priority Collateral, and thereafter the applicable Second-Priority Agent will have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims will be released when such Event of Default and all other Events of Default under the 1-1/2 Second Lien Notes Indenture or any other Second-Priority Document, as applicable, cease to exist).

Appears in 2 contracts

Samples: Intercreditor Agreement, Intercreditor Agreement (Momentive Performance Materials Inc.)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness Priority Obligations is repaid in full and terminated (including all commitments and letters of credit thereunder)) resulting in a Discharge of First-Priority Obligations, the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims Obligations relating to such Event of Default will not be released, except to the extent such Second-Priority Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Priority Obligations secured by such Second-Priority Collateral, and thereafter the applicable Second-Priority Collateral Agent will have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims Obligations will be released when such Event of Default and all other Events of Default under the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable, cease to exist).

Appears in 2 contracts

Samples: First Lien Credit Agreement (McGraw-Hill Interamericana, Inc.), Incremental Assumption and Amendment Agreement (Rexnord Corp)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness Priority Obligations is repaid in full and terminated (including all commitments and letters of credit thereunder)) resulting in a Discharge of First-Priority Obligations, the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims Obligations relating to such Event of Default will not be released, except to the extent such Second-Priority Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Priority Obligations secured by such Second-Priority Collateral, and thereafter the applicable Designated Second-Priority Agent Representative will have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims Obligations will be released when such Event of Default and all other Events of Default under the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable, cease to exist).

Appears in 1 contract

Samples: Credit Agreement (Communications Sales & Leasing, Inc.)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness Priority Obligations is repaid in full and terminated (including all commitments and letters of credit thereunder)) resulting in a Discharge of First-Priority Obligations, the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims Obligations relating to such Event of Default will not be released, except to the extent such Second-Priority Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Priority Obligations secured by such Second-Priority Collateral, and thereafter the applicable Designated Second-Priority Agent Representative will have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims Obligations will be released when such Event of Default and all other Events of Default under the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable, cease to exist).. 27

Appears in 1 contract

Samples: Credit Agreement (Communications Sales & Leasing, Inc.)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1Second-1/2 Lien Notes Indenture Priority Facility Agreement or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is Priority Obligations are repaid in full and terminated (including all commitments and letters of credit thereunder)) resulting in a Discharge of First-Priority Obligations, the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims Obligations relating to such Event of Default will not be released, except to the extent such Second-Priority Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Priority Obligations secured by such Second-Priority Collateral, and thereafter the applicable Second-Priority Agent will have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims Obligations will be released when such Event of Default and all other Events of Default under the 1Second-1/2 Lien Notes Indenture Priority Facility Agreement or any other Second-Priority Document, as applicable, cease to exist).

Appears in 1 contract

Samples: Credit Agreement (Sprouts Farmers Markets, LLC)

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No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1Second-1/2 Lien Notes Indenture or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is repaid in full and terminated (including all commitments and letters of credit thereunder), the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims relating to such Event of Default will not be released, except to the extent such Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness secured by such Collateral, and thereafter the applicable Second-Priority Agent will have the right to direct the Intercreditor Agent to foreclose upon such Collateral (but in any such event, the Liens on such Collateral securing the applicable Second-Priority Claims will be released when such Event of Default and all other Events of Default under the 1Second-1/2 Lien Notes Indenture or any other Second-Priority Document, as applicable, cease to exist).

Appears in 1 contract

Samples: Intercreditor Agreement (Momentive Performance Materials Inc.)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1-1/2 Lien Existing Xxxxxx Secured Notes Indenture or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is repaid in full and terminated (including all commitments and letters of credit thereunder), the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims relating to such Event of Default will not be released, except to the extent such Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness secured by such Collateral, and thereafter the applicable Second-Priority Agent will have the right to direct the Intercreditor Agent to foreclose upon such Collateral (but in any such event, the Liens on such Collateral securing the applicable Second-Priority Claims will be released when such Event of Default and all other Events of Default under the 1-1/2 Lien Existing Xxxxxx Secured Notes Indenture or any other Second-Priority Document, as applicable, cease to exist).

Appears in 1 contract

Samples: Intercreditor Agreement (Hexion Specialty Chemicals, Inc.)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is Priority Obligations are repaid in full and terminated (including all commitments and letters of credit thereunder)) resulting in a Discharge of First-Priority Obligations, the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims Obligations relating to such Event of Default will not be released, except to the extent extent, in whole or in part, such Second-Priority Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Priority Obligations secured by such Second-Priority Collateral, and thereafter the applicable Designated Second-Priority Collateral Agent will have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims Obligations will be released when such Event of Default and all other Events of Default under the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable, cease to exist).

Appears in 1 contract

Samples: Credit Agreement (Presidio, Inc.)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is Priority Obligations are repaid in full and terminated (including all commitments and letters of credit thereunder)) resulting in a Discharge of First-Priority Obligations, the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims Obligations relating to such Event of Default will not be released, except to the extent such Second-Priority Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Priority Obligations secured by such Second-Priority Collateral, and thereafter the applicable Second-Priority Collateral Agent will have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims Obligations will be released when such Event of Default and all other Events of Default under the 1Initial Second-1/2 Lien Notes Indenture Priority Agreement or any other Second-Priority Document, as applicable, cease to exist).. Table of Contents

Appears in 1 contract

Samples: First Lien Credit Agreement (Hospitality Distribution Inc)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1Second-1/2 Lien Notes Indenture Priority Credit Agreement or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is Priority Obligations are repaid in full and terminated (including all commitments and letters of credit thereunder)) resulting in a Discharge of First-Priority Obligations, the second-priority Liens on the Second-Priority Collateral securing the Second-Priority Claims Obligations relating to such Event of Default will not be released, except to the extent such Second-Priority Collateral or any portion thereof was disposed of in order to repay the First-Lien Indebtedness Priority Obligations secured by such Second-Priority Collateral, and thereafter the applicable Second-Priority Agent will have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims Obligations will be released when such Event of Default and all other Events of Default under the 1Second-1/2 Lien Notes Indenture Priority Credit Agreement or any other Second-Priority Document, as applicable, cease to exist).

Appears in 1 contract

Samples: Intercreditor Agreement (Eagle Bulk Shipping Inc.)

No Release If Event of Default. Notwithstanding any other provisions contained in this Agreement, if an Event of Default (as defined in the 1-1/2 Second Lien Notes Indenture Document or any other Second-Priority Document, as applicable) exists on the date on which all First-Lien Indebtedness is Priority Obligations are repaid in full and terminated (including all commitments and letters of credit thereunder)) resulting in a Discharge of First-Priority Obligations, the secondSecond-priority Priority Liens on the Second-Priority Collateral securing the Second-Priority Claims Obligations relating to such Event of Default will not be released, except to the extent such Collateral or any portion thereof was disposed of as provided in order to repay the First-Lien Indebtedness secured by such CollateralSection 5.1, and thereafter the applicable Second-Priority Collateral Agent will (subject to Section 6.4 and any intercreditor agreement among (or otherwise binding upon) the Second-Priority Secured Parties) have the right to direct the Intercreditor Agent to foreclose upon such Second-Priority Collateral (but in any such event, the Liens on such Second-Priority Collateral securing the applicable Second-Priority Claims Obligations will be released when such Event of Default and all other Events of Default under the 1-1/2 Second Lien Notes Indenture Document or any other Second-Priority Document, as applicable, cease to exist).

Appears in 1 contract

Samples: Note Purchase Agreement (Indivior PLC)

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