Parallel Debt Obligations Clause Samples

Parallel Debt Obligations. In order to ensure the continuing validity of the security interests governed by Dutch law (a) each Dutch Domiciled Obligor irrevocably and unconditionally undertakes (that undertaking in respect of any amount, a “Parallel Debt Obligation” and in respect of all of them, the “Parallel Debt Obligations”) to pay to the European Security Trustee an amount equal to and in the same currency as all amounts from time to time due and payable by that Dutch Domiciled Obligor to the Foreign Lenders under the Loan Documents (the obligations to the Foreign Lenders in respect of any amount and a certain currency, an “Original Obligation” and its obligations to the Foreign Lenders in respect of all of them, the “Original Obligations”); (b) the Parallel Debt Obligations shall be separate from and independent of the Original Obligations, so that the European Security Trustee will have an independent right to demand performance of any Parallel Debt Obligation; (c) the Parallel Debt Obligations shall be owed to the European Security Trustee in its own name and any European Security Agreement governed by Dutch law shall also be expanded to secure the Parallel Debt Obligations; (d) the Foreign Lenders, the Dutch Domiciled Obligors and the European Security Trustee acknowledge that the European Security Trustee acts in its own name and not as an agent or representative of the Foreign Lenders and the security interests governed by Dutch law created in favor of the European Security Trustee will not be held on trust; (e) other than as set out in Section 12.2.16(f), the Parallel Debt Obligations shall not limit or affect the existence of the Original Obligations, for which the Foreign Lenders shall have an independent right to demand performance (to the extent permitted by this Agreement); (f) payment by the Dutch Domiciled Obligors of any Parallel Debt Obligation shall to the same extent decrease and be a good discharge of the corresponding Original Obligation owing to the Foreign Lenders and payment by the Dutch Domiciled Obligors of any Original Obligations to the Foreign Lenders shall to the same extent decrease and be a good discharge of the corresponding Parallel Debt Obligation owing by it to the European Security Trustee; and (g) without limiting or affecting the European Security Trustee’s right to protect, preserve or enforce its rights under any European Security Agreements governed by Dutch law, the European Security Trustee undertakes to the Foreign Lenders not to exer...

Parallel Debt Obligations. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally undertakes to pay to the Administrative Agent, as creditor in its own right and not as representative of the other Secured Parties, sums equal to and in the currency of each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents, as and when that amount falls due for payment under the relevant Loan Document or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting that Loan Party, to preserve its entitlement to be paid that amount (the “Parallel Debt Obligations”). (b) The Administrative Agent shall have its own independent right to demand payment of the amounts payable by each Loan Party under this Section 10.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting that Loan Party, to preserve their entitlement to be paid those amounts. (c) Any amount due and payable by a Loan Party under this Section 10.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Loan Documents and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Administrative Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 10.22. (d) Any amount received or recovered by the Administrative Agent in respect of the Parallel Debt Obligation (including as a result of any enforcement proceedings) shall be applied in accordance with the terms of this Agreement and the other Loan Documents.

Parallel Debt Obligations. In order to ensure the continuing validity of the security interests governed by Dutch law, German law, Swiss law or Belgian law (a) each Foreign Loan Party irrevocably and unconditionally undertakes (that undertaking in respect of any amount, a “Parallel Debt Obligation” and in respect of all of them, the “Parallel Debt Obligations”) to pay to the Foreign Administrative Agent an amount equal to and in the same currency as all amounts from time to time due and payable by that Foreign Loan Party to the Lenders under the Loan Documents (the obligations to the Lenders in respect of any amount and a certain currency, an “Original Obligation” and its obligations to the Lenders in respect of all of them, the “Original Obligations”); (b) the Parallel Debt Obligations shall be separate from and independent of the Original Obligations, so that the Foreign Administrative Agent will have an independent right to demand performance of any Parallel Debt Obligation and any security right granted to the Foreign Administrative Agent to secure the Parallel Debt Obligations is granted to the Foreign Administrative Agent in its capacity of sole creditor of the Parallel Debt Obligations; (c) the Parallel Debt Obligations shall be owed to the Foreign Administrative Agent in its own name and any Foreign Security Document governed by Dutch law, German law, Swiss law or Belgian law shall also be expanded to secure the Parallel Debt Obligations; (d) the Lenders, the Foreign Loan Parties and the Foreign Administrative Agent acknowledge that the Foreign Administrative Agent acts in its own name and on behalf of itself but for the benefit of the Foreign Secured Parties and not as an agent or representative of the Lenders and the security interests governed by Dutch law, German law, Swiss law or Belgian law created in favor of the Foreign Administrative Agent will not be held on trust and do not constitute common property (gemeenschap) within the meaning of article 3:166 DCC and that the provisions relating to such common property shall not apply. If, however, it would be held that such claims of the Foreign Administrative Agent and such claims of any one or more of the Foreign Secured Parties do constitute such common property and such provisions do apply, the parties hereto agree that this Agreement shall constitute an administration agreement (beheersregeling) within the meaning of article 3:168 DCC. For the avoidance of doubt, the parties hereto agree that this Agreement is not to ...

Parallel Debt Obligations. 152 Section 13.21. Benefits of Indenture.............................................................. 153

Parallel Debt Obligations. 150 Section 13.21.

Parallel Debt Obligations. 149 Section 13.21. Benefits of Indenture..............................................................149 ARTICLE 14 MEETINGS OF HOLDERS OF THE JUNIOR NOTES