Pari Passu Indebtedness. The Guarantor (i) represents and warrants that, as of the date hereof, the obligations of the Guarantor under this Guaranty will rank pari passu with any existing unsecured indebtedness of the Guarantor and (ii) covenants and agrees that from and after the date hereof the obligations of the Guarantor under this Guaranty will rank pari passu with any unsecured indebtedness of the Guarantor incurred after the date hereof.
Pari Passu Indebtedness. The Indebtedness under the Loan Documents ranks at least pari passu with all other unsecured Indebtedness of the Borrower.
Pari Passu Indebtedness. There shall be no restriction on ----------------------- the amount or type of Indebtedness of the Company which may be pari passu with (i.e. having no priority of payment over and not subordinated in right of payment to) or subordinate to the Debentures. At December 31, 2000, the Company had outstanding the following Debentures which rank pari passu with the Debentures: $9,000,000 aggregate principal amount of its Series 5/12/95 Registered Floating Rate Redeemable Subordinated Debentures (the "Series 5/12/95 Debentures") which were issued pursuant to an Indenture dated as of June 1, 1995 by and between the Company and The Bank of New York,$9,000,000 aggregate principal amount of its Series 10/19/95 Registered Floating Rate Redeemable Subordinated Debentures (the "Series 10/19/95 Debentures") which were issued pursuant to an Indenture dated as of November 1, 1995 by and between the Company and The Bank of New York, $10,000,000 aggregate principal amount of its Series 5/10/96 Registered Floating Rate Redeemable Subordinated Debentures (the "Series 5/10/96 Debentures") which were issued pursuant to an Indenture dated as of June 1, 1996 by and between the Company and The Bank of New York, and $5,500,000 aggregate principal amount of its Series 10/15/96 Registered Floating Rate Redeemable Subordinated Debentures (the "Series 10/15/96 Debentures") which were issued pursuant to an Indenture dated as of November 1, 1996 by and between the Company and The Bank of New York, and $8,000,000 aggregate principal amount of its Series 4/30/97 Registered Floating Rate Redeemable Subordinated Debentures (the "Series 4/30/97 Debentures"), which were issued pursuant to an Indenture dated as of May 1, 1997 by and between the Company and The Bank of New York, and $5,400,000 aggregate principal amount of its Series 11/10/98 Debentures (the "Series 11/10/98 Debentures") which were issued pursuant to an Indenture dated as of December 1, 1998 by and between the Company and The Bank of New York, $6,500,000 aggregate principal amount of its Series 6/28/99 Debentures (the "Series 6/28/99 Debentures") which were issued pursuant to an Indenture dated as of July 1, 1999 by and between the Company and The Bank of New York, and $3,750,000 aggregate principal amount of its Series 9/18/00 Debentures (the "Series 9/18/00 Debentures") which were issued pursuant to an Indenture dated as of September 15, 2000 by and between the Company and The Bank of New York. The Bank of New York, the Trustee...
Pari Passu Indebtedness. The Issuer hereby confirms that the Pari Passu Lender(s), the First Lien Agent, the Second Lien Agent and any other Second Lien Creditors may conclusively rely on the representations set forth in the officer’s certificate attached hereto as Exhibit A certifying that the New Indebtedness complies with the requirements of the definition of “Pari Passu Indebtedness” under the Intercreditor Agreement. Each of the Issuer and the Obligors hereby confirm that following the execution and delivery of the Accession Agreement by all the parties thereto, the New Indebtedness identified in this Supplement shall constitute “Pari Passu Indebtedness” under the Intercreditor Agreement.
Pari Passu Indebtedness. The Guarantor (i) represents and warrants that, as of the date hereof, the obligations of the Guarantor under this Guaranty will rank PARI PASSU with any existing unsecured indebtedness of the Guarantor and (ii) covenants and agrees that from and after the date hereof the obligations of the Guarantor under this Guaranty will rank PARI PASSU with any unsecured indebtedness of the Guarantor incurred after the date hereof.
Pari Passu Indebtedness. Each Obligor shall ensure that its Indebtedness under the Finance Documents to which it is a party will rank at least pari passu with all its other unsubordinated and unsecured Indebtedness with the exception of that preferred by operation of law.
Pari Passu Indebtedness. The Company hereby confirms that the Pari Passu Agent, the First Lien Collateral Agent and the other First Lien Claimholders and the Second Lien Collateral Agent and the other Second Lien Claimholders may conclusively rely on the representations set forth in the Officer’s Certificate attached hereto as Exhibit A certifying that the New Indebtedness (a) complies with the requirements of the definition of “Pari Passu Indebtedness” under the Intercreditor Agreement and (b) does not exceed the Maximum Pari Passu Indebtedness Amount. Each of the Company and the other Grantors hereby confirm that attached hereto as Exhibit B is a true, correct and complete copy of the Accession Agreement which was executed and delivered in connection with the New Indebtedness.
Pari Passu Indebtedness. The Finance Lease Guarantor (i) represents and warrants that, as of the date hereof, the obligations of the Finance Lease Guarantor under this Finance Lease Guaranty will rank pari passu with any existing unsecured indebtedness of the Finance Lease Guarantor and (ii) covenants and agrees that from and after the date hereof the obligations of the Finance Lease Guarantor under this Finance Lease Guaranty will rank pari passu with any unsecured indebtedness of the Finance Lease Guarantor incurred after the date hereof.
Pari Passu Indebtedness. The Indebtedness under the Loan Documents ranks at least PARI PASSU with all other unsecured Indebtedness of the Borrower.
Pari Passu Indebtedness. (a) If any Grantor incurs any Pari Passu Indebtedness, an authorized representative of the holders of such Pari Passu Payment Lien Obligations shall enter into an Accession Agreement, and thereafter the relationship between the Holders of the Notes and holders of the Pari Passu Payment Lien Obligations will be governed by this Security Agreement. Such Grantor shall provide a written instruction in an Officer’s Certificate to the Collateral Agent to execute the Accession Agreement.
(b) Each of the Secured Parties agrees that: (i) notwithstanding the date, time, method, manner or order of grant, attachment or perfection of any Liens on the Collateral securing the Notes and the Pari Passu Payment Lien Obligations, the Liens securing all such Indebtedness shall be of equal priority; and (ii) the obligations in respect of the Notes and the Pari Passu Payment Lien Obligations may be increased, extended, renewed, replaced, restated, supplemented, restructured, refunded, refinanced or otherwise amended from time to time, in each case, to the extent permitted by the Indenture Documents and the Pari Passu Payment Lien Documents.
(c) The Collateral Agent shall have no obligation or liability to the holders of any Pari Passu Payment Lien Obligations not issued under the Indenture or pursuant to which the Collateral Agent is the Trustee as agreed between the Trustee and the Company in writing, and the Collateral Agent shall not have any obligation or liability to any such holders of Pari Passu Payment Lien Obligations, regarding the adequacy of any proceeds of the Collateral or for any action or omission, except solely for an action or omission that breaches the express obligations undertaken by such party under the terms of this Security Agreement.
(d) Subject to the automatic release provisions of the Indenture Documents and the Pari Passu Payment Lien Documents, the Collateral Agent shall act in relation to the Americas 91413044 50 Collateral in accordance with the written direction of the majority in aggregate principal amount of the then outstanding Notes and Pari Passu Indebtedness, if any (the “Instructing Group”), provided, however, any Notes or Pari Passu Indebtedness held by a Grantor or an Affiliate of any Grantor shall be deemed not to be outstanding for purposes of determining the Instructing Group except that in determining whether the Collateral Agent shall be protected in relying upon any such direction, only Notes or Pari Passu Indebtedness that the Co...
