Common use of Parallel Debt (Hungary) Clause in Contracts

Parallel Debt (Hungary). Each Agent and Secured Party (other than the Collateral Agent) hereby authorizes and appoints the Collateral Agent to accept, manage and enforce, as its representative (in Hungarian: “bizományos” or, after the entry into force of Act V of 2013 on the new Hungarian civil code (the “New Hungarian Civil Code”), “zálogjogosulti bizományos”) any Collateral granted to the Collateral Agent acting for such Secured Party in relation to the Credit Documents and to act and execute on its behalf in such capacity, subject to the terms of the Counterpart Agreement entered into by a Guarantor incorporated under the laws of Hungary, amendments or releases of, accessions and alterations to, and to carry out similar dealings with regard to any Credit Document governed by the laws of Hungary or entered into by a Guarantor incorporated under the laws of Hungary. For the purposes of the New Hungarian Civil Code, (i) this provision constitutes the agreement of all Secured Parties regarding the authorization and appointment of the Collateral Agent as “zálogjogosulti bizományos” for enforcing any Counterpart Agreement entered into by a Guarantor incorporated under the laws of Hungary and enforcing, managing and administering the charge based Collateral in Hungary (for the purposes of, and as envisaged by, Article 5:96.§ (1) of the New Hungarian Civil Code); (ii) in case there are discrepancies between the regulations of Article 5:96.§ (1) of the New Hungarian Civil Code and such Counterpart Agreement, the terms of such Counterpart Agreement prevail to the extent permitted by law; and (iii) as permitted by Regulation (EC) No 593/2008 of 17 June 2008, this Clause 10.31 shall be governed by Hungarian law. The Collateral Agent hereby accepts and the Guarantors hereby acknowledge such appointment as of the date hereof.

Appears in 5 contracts

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

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Parallel Debt (Hungary). Each Agent The Trustee and each First Lien Notes Secured Party (other than the Notes Collateral AgentAgents) hereby authorizes and appoints the applicable Notes Collateral Agent to accept, manage and enforce, as its representative (in Hungarian: “bizományos” or, after the entry into force of Act V of 2013 on the new Hungarian civil code (the “New Hungarian Civil Code”), “zálogjogosulti bizományos”) any charge based Collateral granted to the such Notes Collateral Agent acting for such Secured Party in relation to this Indenture and the Credit Collateral Documents and to act and execute on its behalf in such capacity, subject to the terms of the Counterpart Agreement Guarantee entered into by a Note Guarantor incorporated under the laws of Hungary, amendments or releases of, accessions and alterations to, and to carry out similar dealings with regard to this Indenture or any Credit Collateral Document governed by the laws of Hungary or entered into by a Note Guarantor incorporated under the laws of Hungary. For the purposes of the New Hungarian Civil Code, (i) this provision constitutes the agreement of all First Lien Notes Secured Parties regarding the authorization and appointment of the applicable Notes Collateral Agent as “zálogjogosulti bizományos” for enforcing enforcing, managing and administering any Counterpart Agreement charge based Collateral entered into by a Guarantor incorporated under the laws of Hungary and enforcing, managing and administering the charge based Collateral in Hungary (for the purposes of, and as envisaged by, Article 5:96.§ (1) of the New Hungarian Civil Code); (ii) in case there are discrepancies (including inter alia matters pertaining to sharing, settlement, flow of funds and rights of Notes Collateral Agents) not expressly regulated by Hungarian law between the regulations of Article 5:96.§ (1) of the New Hungarian Civil Code and such Counterpart Agreementthis Indenture, the terms of such Counterpart Agreement this Indenture shall prevail to the extent permitted by law; and (iii) as permitted by Regulation (EC) No 593/2008 of 17 June 2008, this Clause 10.31 Section 13.4 shall be governed by Hungarian law. The Each Notes Collateral Agent hereby accepts and the Note Guarantors hereby acknowledge such appointment as of the date hereof.

Appears in 4 contracts

Samples: Bausch Health Companies (Bausch Health Companies Inc.), Bausch Health Companies (Bausch Health Companies Inc.), Indenture (Bausch Health Companies Inc.)

Parallel Debt (Hungary). Each Agent and Secured Party (other than the Collateral Agent) hereby authorizes and appoints the Collateral Administrative Agent to accept, register in its name (but for the benefit of each Secured Party), manage and enforce, as its collateral representative (in Hungarian: “bizományos” or, after the entry into force within the meaning of Act V of 2013 on the new Hungarian civil code (the “New Hungarian Civil Code”), “zálogjogosulti bizományos”) any charge based Collateral granted to the Collateral Administrative Agent acting for such Secured Party in relation to this Agreement and the Credit Collateral Documents and to act and execute on its behalf in such capacity, subject to the terms of the Counterpart Agreement Loan Guarantee entered into by a any Subsidiary Guarantor incorporated under the laws of Hungary, amendments or releases of, accessions and alterations to, and to carry out similar dealings with regard to this Agreement or any Credit Collateral Document governed by the laws of Hungary or entered into by a Subsidiary Guarantor incorporated under the laws of Hungary. For the purposes of the New Hungarian Civil Code, (i) this provision constitutes the agreement of all Secured Parties regarding the authorization and appointment of the Collateral Administrative Agent as “zálogjogosulti bizományos” for enforcing enforcing, registering in its name, managing and administering any Counterpart Agreement charge based Collateral entered into by a Subsidiary Guarantor incorporated under the laws of Hungary and enforcing, managing and administering the charge based Collateral in Hungary (for the purposes of, and as envisaged by, Article 5:96.§ (1) of the New Hungarian Civil Code); , (ii) in case there are discrepancies (including inter alia matters pertaining to sharing, settlement, flow of funds and rights of the Administrative Agent) not expressly regulated by Hungarian law between the regulations of Article 5:96.§ (1) of the New Hungarian Civil Code and such Counterpart this Agreement, the terms of such Counterpart this Agreement shall prevail to the extent permitted by law; , (iii) the liability of each Secured Party for the actions of the Administrative Agent acting as its collateral representative (“zálogjogosulti bizományos”) shall be considered as limited for the purposes of 5:96. § (6) of the Hungarian Civil Code, in accordance with the terms of this Agreement governing such liability and (iiiiv) as permitted by Regulation (EC) No 593/2008 of 17 June 2008, this Clause 10.31 Section 11.04 shall be governed by Hungarian law. The Collateral Administrative Agent hereby accepts accepts, and the Borrowers and the Subsidiary Guarantors hereby acknowledge acknowledge, such appointment as of the date hereof.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Bausch Health Companies Inc.), Restatement Agreement (Valeant Pharmaceuticals International, Inc.)

Parallel Debt (Hungary). Each Agent and Secured Party (other than the Collateral Agent) hereby authorizes and appoints the Collateral Agent to accept, manage and enforce, as its representative (in Hungarian: “bizományos” or, after the entry into force of Act V of 2013 on the new Hungarian civil code (the “New Hungarian Civil Code”), “zálogjogosulti bizományos”) any Collateral granted to the Collateral Agent acting for such Secured Party in relation to the Credit Documents and to act and execute on its behalf in such capacity, subject to the terms of the Counterpart Agreement entered into by a Guarantor incorporated under the laws of Hungary, amendments or releases of, accessions and alterations to, and to carry out similar dealings with regard to any Credit Document governed by the laws of Hungary or entered into by a Guarantor incorporated under the laws of Hungary. For the purposes of the New Hungarian Civil Code, (i) this provision constitutes the agreement of all Secured Parties regarding the authorization and appointment of the Collateral Agent as “zálogjogosulti bizományos” for enforcing any Counterpart Agreement entered into by a Guarantor incorporated under the laws of Hungary and enforcing, managing and administering the charge based Collateral in Hungary (for the purposes of, and as envisaged by, Article 5:96.§ (1) of the New Hungarian Civil Code); (ii) in case there are discrepancies between the regulations of Article 5:96.§ (1) of the New Hungarian Civil Code and such Counterpart Agreement, the terms of such Counterpart Agreement prevail to the extent permitted by law; and (iii) as permitted by Regulation (EC) No 593/2008 of 17 June 2008, this Clause 10.31 shall be governed by Hungarian law. The Collateral Agent hereby accepts and the Guarantors hereby acknowledge such appointment as of the date hereof.. TO THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT Revolving Commitments Lender Revolving Commitment Pro Rata Share Xxxxxxx Xxxxx Lending Partners LLC $ 30,937,500 11.25 % JPMorgan Chase Bank, N.A., Toronto Branch $ 24,062,500 8.75 % Royal Bank Of Canada $ 24,062,500 8.75 % Export Development Canada $ 24,062,500 8.75 % The Bank of Nova Scotia $ 20,625,000 7.50 % SunTrust Bank $ 20,625,000 7.50 % DnB NOR Bank ASA $ 20,625,000 7.50 % Xxxxxx Xxxxxxx Bank, N.A. $ 19,937,500 7.25 % Barclays Bank PLC $ 19,937,500 7.25 % Bank of America, N.A. $ 13,750,000 5.00 % The Toronto-Dominion Bank $ 9,625,000 3.50 % HSBC Bank Canada $ 6,875,000 2.50 % HSBC Bank USA, NA $ 6,875,000 2.50 % ICICI Bank Canada $ 6,187,500 2.25 % Canadian Imperial Bank of Commerce $ 5,500,000 2.00 % Mizuho Corporate Bank, Ltd. $ 5,500,000 2.00 % Xxxxxxx Xxxxx Bank, FSB $ 4,812,500 1.75 % Sumitomo Mitsui Banking Corp., New York $ 3,437,500 1.25 % Union Bank, N.A. $ 3,437,500 1.25 % Bank of Montreal $ 2,750,000 1.00 % Manufacturers Bank $ 1,375,000 0.50 % Total $ 275,000,000 100.00 % XXXXXXXX X-0 TO THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT TO THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT Tranche B Term Loan Commitments Lender Tranche B Term Loan Commitment Pro Rata Share JPMorgan Chase Bank, N.A., Toronto Branch $ 600,000,000 100.00 % Total $ 600,000,000 100.00 % XXXXXXXX X TO THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT TO THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT Notice Addresses VALEANT PHARMACEUTICALS INTERNATIONAL, INC. 0000, xxxx. Xx-Xxxxxx Xxxxx, Xxxxx, Xxxxxx, X0X 0X0 Xxxxxx Attention: Chief Financial Officer Telecopier: (000) 000-0000 with a copy to: 000 Xxxxxxxx Xxxxxxxxx Xxxxxxxxx Xxxxxxxxxxx, XX 00000 XXX Attention: Legal Department Telecopier: (000) 000-0000 BARCLAYS BANK PLC, as Administrative Agent, Collateral Agent and Swing Line Lender Administrative Agent’s Principal Office: Barclays Bank Plc 000 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 Attention: Xxxxxxxxx Xxxxxxxxx Telecopier: (000) 000-0000 Swing Line Lender’s Principal Office: Barclays Bank Plc 000 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 Attention: Xxxxxxxxx Xxxxxxxxx Telecopier: (000) 000-0000 SCHEDULE 4.1 Jurisdictions of Organization and Qualifications2 Subsidiaries excluded from the representation and warranty set forth in Section 4.1 of the Agreement to which this schedule is attached are indicated with an asterisk (“*”) Legal Name Type of Entity State of Formation (or Non-U.S. Jurisdiction)

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

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Parallel Debt (Hungary). Each Agent and Secured Party (other than the Collateral Agent) hereby authorizes and appoints the Collateral Agent to accept, manage and enforce, as its representative (in Hungarian: “bizományos” or, after the entry into force of Act V of 2013 on the new Hungarian civil code (the “New Hungarian Civil Code”), “zálogjogosulti bizományos”) any Collateral granted to the Collateral Agent acting for such Secured Party in relation to the Credit Documents and to act and execute on its behalf in such capacity, subject to the terms of the Counterpart Agreement entered into by a Guarantor incorporated under the laws of Hungary, amendments or releases of, accessions and alterations to, and to carry out similar dealings with regard to any Credit Document governed by the laws of Hungary or entered into by a Guarantor incorporated under the laws of Hungary. For the purposes of the New Hungarian Civil Code, (i) this provision constitutes the agreement of all Secured Parties regarding the authorization and appointment of the Collateral Agent as “zálogjogosulti bizományos” for enforcing any Counterpart Agreement entered into by a Guarantor incorporated under the laws of Hungary and enforcing, managing and administering the charge based Collateral in Hungary (for the purposes of, and as envisaged by, Article 5:96.§ (1) of the New Hungarian Civil Code); (ii) in case there are discrepancies between the regulations of Article 5:96.§ (1) of the New Hungarian Civil Code and such Counterpart Agreement, the terms of such Counterpart Agreement prevail to the extent permitted by law; and (iii) as permitted by Regulation (EC) No 593/2008 of 17 June 2008, this Clause 10.31 shall be governed by Hungarian law. The Collateral Agent hereby accepts and the Guarantors hereby acknowledge such appointment as of the date hereof.. 10.32

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

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