Pari Passu Liens Clause Samples

Pari Passu Liens. Any Liens permitted by the terms of the Trust Indenture and the Collateral Agency Agreement to be on a parity with the Lien of this Mortgage may be on a parity with the Lien of this Mortgage only if such Lien and the Indebtedness, if any, secured thereby shall in all respects be in accordance with the provisions of the Collateral Agency Agreement and the Trust Indenture.

Pari Passu Liens. Notwithstanding the date, time, method, manner or order of grant, attachment, validity or perfection of any ABL Liens or any Facility Liens and notwithstanding any provision of the UCC, or any other applicable law or the ABL Documents or the Facility Documents, ABL Agent, on behalf of the ABL Secured Parties, and ABL Agent, on behalf of the ABL Secured Parties, hereby agree that: (a) any ABL Lien, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be pari passu in all respects with any Facility Lien; and (b) any Facility Lien, regardless of how acquired, whether by grant, possession, statute, operation of law, subrogation or otherwise, shall be pari passu in all respects with any ABL Lien.

Pari Passu Liens. (a) Notwithstanding (i) the date, time, method, manner or order of grant, attachment or perfection (including any defect or deficiency or alleged defect or deficiency in any of the foregoing) of any Liens granted to any Secured Party Agent or any Secured Creditors in respect of all or any portion of the Shared Collateral and regardless of how any such Lien was acquired (whether by grant, statute, operation of law, subrogation or otherwise), (ii) the order or time of filing or recordation of any document or instrument for perfecting the Liens in favor of any other Secured Party Agent or any other Secured Creditors in any Shared Collateral, (iii) any provision of the Uniform Commercial Code, the Bankruptcy Code or any other applicable law, or of any Secured Debt Documents, (iv) whether any Secured Party Agent, in each case either directly or through agents, holds possession of, or has control over, all or any part of the Shared Collateral, (v) the fact that any such Liens in favor of any Secured Party Agent or any Secured Creditors securing any of the Secured Obligations are (x) subordinated to any Lien securing any other obligation of any Credit Party or (y) otherwise subordinated, voided, avoided, invalidated or lapsed or (vi) any other circumstance of any kind or nature whatsoever, each Secured Party Agent, for and on behalf of itself and the Secured Creditors represented thereby, hereby agrees that any Lien in respect of all or any portion of the Shared Collateral now or hereafter held by or on behalf of any Secured Party Agent or any Secured Party Creditor that secures all or any portion of the Secured Obligations shall be pari passu and equal in priority in all respects with any Lien in respect of all or any portion of the Shared Collateral now or hereafter held by or on behalf of any other Secured Party Agent or any other Secured Creditor that secures all or any portion of the Secured Obligations. (b) The 2003 Credit Agent, for and on behalf of itself and the 2003 Creditors, acknowledges and agrees that, the 2009 Credit Agent, for the benefit of itself and the 2009 Creditors, has been granted Pari Passu Liens upon all of the Shared Collateral in which the 2003 Credit Agent has been granted Pari Passu Liens, and the 2003 Credit Agent hereby consents thereto. (c) The 2009 Credit Agent, for and on behalf of itself and the 2009 Creditors, acknowledges and agrees that, the 2003 Credit Agent, for the benefit of itself and the 2003 Creditors, has been grante...

Pari Passu Liens. Mortgagor may gran▇ ▇ ▇▇▇▇ ▇▇ all or any portion of the Vessel, which Lien (a "Pari Passu Encumbrance") shall, notwithstanding the date of filing, rank "equally and ratably with" or "pari passu" (as such terms are used herein or in the Indenture) with the Lien created by this Mortgage, provided all of the following conditions are satisfied: (i) the Lien is permitted by the terms of the Indenture to secure Indebtedness equally and ratably with or pari passu with the Notes; (ii) The instrument creating the applicable Lien (A) contains the following statement: "Pursuant to Section 3.11.2 of that certain First Preferred Vessel Mortgage dated as of December 30, 1997 from Fitzgeralds Mississippi, Inc., as Mortgagor, to The Bank of New York, as Mortgagee, the lien created by this instrument ranks equally and ratably with or pari passu with the lien created by said First Preferred Vessel Mortgage," and (B) provides for rights and remedies no greater than those contained in the Note Documents; and (iii) Mortgagor has complied with all other applicable terms and provisions of the Indenture. Mortgagee agrees to execute any additional documents which may be reasonably required to confirm and establish that the lien of any Pari Passu Encumbrance is pari passu with the Lien of this Mortgage; provided that, Mortgagee shall have no liability thereunder and all costs and expenses thereof shall be paid by Mortgagor.

Pari Passu Liens. Notwithstanding the date, time, method, manner or order of filing or recordation of any document or instrument or grant, attachment or perfection of any Liens granted in favor of the Pari Passu Security Agent, any Secured Creditor Representative or any other Secured Party over the Pari Passu Collateral (or any actual or alleged defect or deficiencies in, or failure to perfect or lapse in perfection of, or avoidance of such Liens as a fraudulent conveyance or otherwise), the subordination of such Liens to any other Liens, and notwithstanding any provision of the UCC, any applicable law, any Second Priority Debt Document or any Senior Secured Debt Document or any other circumstance whatsoever, whether or not any Insolvency or Liquidation Proceeding has been commenced by or against the Parent or any of its Subsidiaries, each Secured Creditor Representative, for itself and on behalf of each Secured Party represented by it, and each other Secured Party (by its acceptance of the Secured Debt Documents) hereby agrees that, as between themselves, (a) any Lien on the Pari Passu Collateral secured any Secured Obligations shall be of equal priority; and (b) the priority of claims on the Pari Passu Collateral shall be determined by reference to Section 5.02.

Pari Passu Liens. Section 5.10 of the Credit Agreement is hereby amended by re-lettering paragraph (k) as paragraph (l) and adding new paragraph (k) as follows:

Pari Passu Liens