Post-Petition Interest. (a) The Second Lien Collateral Agent, for itself and on behalf of the other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Agent or any other First Lien Secured Party for allowance in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the First-Priority Liens (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Priority Liens on the Collateral). (b) The First Lien Collateral Agent, for itself and on behalf of the other First Lien Secured Parties, agrees that the Second Lien Collateral Agent or any other Second Lien Secured Party may make a claim for allowance in any Insolvency or Liquidation Proceeding of Indenture Obligations consisting of post-petition interest, fees or expenses to the extent of the value of (i) the Second-Priority Liens (provided, however, that that if the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral Liens.
Appears in 2 contracts
Samples: Intercreditor Agreement (Aventine Renewable Energy Holdings Inc), Intercreditor Agreement (Sterling Chemicals Inc)
Post-Petition Interest. (a) The Second Lien Collateral Agent, for itself and on behalf of the other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Agent or any other First Lien Secured Party for allowance in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the First-First Priority Liens (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Second Priority Liens on the Collateral).
(b) The First Lien Collateral Agent, for itself and on behalf of the other First Lien Secured PartiesConsenting Lenders, agrees that neither it nor any First Lien Consenting Lender shall oppose or seek to challenge any claim by the Second Lien Collateral Agent or any other Second Lien Secured Party may make a claim for allowance in any Insolvency or Liquidation Proceeding of Indenture Second Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of (i) the Second-Second Priority Liens (provided, however, it being understood and agreed that that if such value shall be determined taking into account the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, Priority Liens on the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral LiensCollateral).
Appears in 2 contracts
Samples: Intercreditor Agreement, Intercreditor Agreement (Quicksilver Resources Inc)
Post-Petition Interest. (a) The First Lien Collateral Agent, for itself and on behalf of the other First Lien Secured Parties, agrees that no First Lien Secured Party shall oppose or seek to challenge any claim by the Second Lien Collateral Agent or any other Second Lien Secured Party for allowance in any Insolvency or Liquidation Proceeding of Second Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the Second Priority Liens (it being understood and agreed that such value shall be determined taking into account the First Priority Liens on the Collateral unless such claim is for cash payments of interest during the pendency of any Insolvency or Liquidation Proceeding).
(b) The Second Lien Collateral Agent, for itself and on behalf of the other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Agent or any other First Lien Secured Party for allowance in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the First-First Priority Liens (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Second Priority Liens on the Collateral).
(b) The First Lien Collateral Agent, for itself and on behalf of the other First Lien Secured Parties, agrees that the Second Lien Collateral Agent or any other Second Lien Secured Party may make a claim for allowance in any Insolvency or Liquidation Proceeding of Indenture Obligations consisting of post-petition interest, fees or expenses to the extent of the value of (i) the Second-Priority Liens (provided, however, that that if the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral Liens.
Appears in 2 contracts
Samples: First Lien Credit Agreement (SafeNet Holding Corp), Second Lien Credit Agreement (SafeNet Holding Corp)
Post-Petition Interest. (a) The Second Lien Collateral Agent, for itself and on behalf of the other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Administrative Agent or any other First Lien Secured Party for allowance in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interestinterest (whether at the Default Rate (as defined in the First Lien Credit Agreement) or otherwise in accordance with the First Lien Credit Agreement), fees or expenses to the extent of the aggregate value of the First-Priority Liens Collateral (it being understood and agreed that such value shall be determined taking into account the existence of the First Priority Liens on the Collateral but without regard to the existence of the Second-Second Priority Liens on the Collateral).
(b) The First Lien Collateral Administrative Agent, for itself and on behalf of the other First Lien Secured Parties, agrees that no First Lien Secured Party shall oppose or seek to challenge any claim by the Second Lien Collateral Agent or any other Second Lien Secured Party may make a claim for allowance in any Insolvency or Liquidation Proceeding of Indenture Second Lien Obligations consisting of post-petition interestinterest (whether at the Default Rate (as defined in the Second Lien Credit Agreement) or otherwise in accordance with the Second Lien Credit Agreement), fees or expenses to the extent of the aggregate value of the Collateral (i) it being understood and agreed that such value shall be determined taking into account the Second-existence of the First Priority Liens (provided, however, that that if on the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, Collateral but without regard to the approval existence of any such claim by any the Second Lien Secured Party) and (ii) Priority Liens on the Indenture Exclusive Collateral LiensCollateral).
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Post-Petition Interest. (a) The Second First Lien Collateral AgentRepresentative, for itself and on behalf of the other Second First Lien Secured Parties, agrees that no Second First Lien Secured Party shall oppose or seek to challenge (or support any other Person in opposing or challenging) any claim by the First Lien Collateral Agent Super Senior Representative or any other First Lien Super Senior Secured Party for allowance in any Insolvency or Liquidation Proceeding of First Lien Super Senior Secured Obligations consisting of post-petition interest, fees fees, expenses or expenses indemnities to the extent of the value of the First-Super Priority Liens (it being understood and agreed that such value shall be determined without regard to the existence of the Second-First Priority Liens on the Collateral).
(ba) The First Lien Collateral AgentSuper Senior Representative, for itself and on behalf of the other First Lien Super Senior Secured Parties, agrees that no Super Senior Secured Party shall oppose or seek to challenge (or support any other Person in opposing or challenging) any claim by the Second First Lien Collateral Agent Representative or any other Second First Lien Secured Party may make a claim for allowance in any Insolvency or Liquidation Proceeding of Indenture First Lien Secured Obligations consisting of post-petition interest, fees fees, expenses or expenses indemnities to the extent of the value of (i) the Second-First Priority Liens (provided, however, it being understood and agreed that that if such value shall be determined taking into account the First Lien Super Priority Liens on the Collateral and the amount of the Super Senior Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral LiensObligations secured thereby).
Appears in 1 contract
Samples: Super Senior Intercreditor Agreement (Fusion Connect, Inc.)
Post-Petition Interest. (a) The Neither the Second Lien Collateral Agent, for itself and on behalf of the Agent nor any other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Agent or any other First Lien Secured Party for allowance in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the First-Priority Liens Lien of the First Lien Collateral Agent on behalf of itself and the other First Lien Secured Parties on the Collateral (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Priority Liens Lien of the Second Lien Collateral Agent on behalf of itself and the other Second Lien Secured Parties on the Collateral).
(b) The Neither the First Lien Collateral Agent, for itself and on behalf of the Agent nor any other First Lien Secured Parties, agrees that Party shall oppose or seek to challenge any claim by the Second Lien Collateral Agent or any other Second Lien Secured Party may make a claim for allowance in any Insolvency or Liquidation Proceeding of Indenture Second Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the Lien of the Second Lien Collateral Agent on behalf of itself and the other Second Lien Secured Parties on the Collateral (i) it being understood and agreed that such value shall be determined taking into account the Second-Priority Liens (provided, however, that that if Lien of the First Lien Collateral Agent on behalf of itself and the other First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, on the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral LiensCollateral).
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Post-Petition Interest. (a) The Second Lien Collateral AgentRepresentative, for itself and on behalf of the other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge (or support any other Person in opposing or challenging) any claim by the First Lien Collateral Agent Representative or any other First Lien Secured Party for allowance in any Insolvency or Liquidation Proceeding of First Lien Secured Obligations consisting of post-petition interest, fees fees, expenses or expenses indemnities to the extent of the value of the First-First Priority Liens (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Second Priority Liens on the Collateral).
(b) The First Lien Collateral AgentRepresentative, for itself and on behalf of the other First Lien Secured Parties, agrees that no First Lien Secured Party shall oppose or seek to challenge (or support any other Person in opposing or challenging) any claim by the Second Lien Collateral Agent Representative or any other Second Lien Secured Party may make a claim for allowance in any Insolvency or Liquidation Proceeding of Indenture Second Lien Secured Obligations consisting of post-petition interest, fees fees, expenses or expenses indemnities to the extent of the value of (i) the Second-Second Priority Liens (provided, however, it being understood and agreed that that if such value shall be determined taking into account the First Priority Liens on the Collateral and the amount of the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral LiensObligations secured thereby).
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Post-Petition Interest. (a) The Second Lien Collateral Administrative Agent, for itself and on behalf of the other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Administrative Agent or any other First Lien Secured Party for allowance in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interestinterest (whether at the Default Rate (as defined in the First Lien Credit Agreement) or otherwise in accordance with the First Lien Credit Agreement), fees or expenses to the extent of the aggregate value of the First-Priority Liens Collateral (it being understood and agreed that such value shall be determined taking into account the existence of the First Priority Liens on the Collateral but without regard to the existence of the Second-Second Priority Liens on the Collateral).
(b) The First Lien Collateral Administrative Agent, for itself and on behalf of the other First Lien Secured Parties, agrees that no First Lien Secured Party shall oppose or seek to challenge any claim by the Second Lien Collateral Administrative Agent or any other Second Lien Secured Party may make a claim for allowance in any Insolvency or Liquidation Proceeding of Indenture Second Lien Obligations consisting of post-petition interestinterest (whether at the Default Rate (as defined in the Second Lien Credit Agreement) or otherwise in accordance with the Second Lien Credit Agreement), fees or expenses to the extent of the aggregate value of the Collateral (i) it being understood and agreed that such value shall be determined taking into account the Second-existence of the First Priority Liens (provided, however, that that if on the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, Collateral but without regard to the approval existence of any such claim by any the Second Lien Secured Party) and (ii) Priority Liens on the Indenture Exclusive Collateral LiensCollateral).
Appears in 1 contract
Samples: Second Lien Credit Agreement (U.S. Well Services, Inc.)
Post-Petition Interest. (a) The Second Lien Collateral Agent, for itself and on behalf of the other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Agent or any other First Lien Secured Party for allowance the cash payment in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the First-First Priority Liens (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Second Priority Liens on the Collateral).
(b) The First Lien Collateral Agent, for itself and on behalf of the other First Lien Secured Parties, agrees that no First Lien Secured Party shall oppose or seek to challenge any claim by the Second Lien Collateral Agent or any other Second Lien Secured Party may make a claim for allowance the cash payment in any Insolvency or Liquidation Proceeding of Indenture Second Lien Obligations consisting of post-petition interestinterest at the contract rate (or the default rate to the same extent First Lien Secured Parties are paid at such default rate), fees or expenses to the extent of the value of (i) the Second-Second Priority Liens (provided, however, it being understood and agreed that that if such value shall be determined taking into account the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, Priority Liens on the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral LiensCollateral).
Appears in 1 contract
Samples: Intercreditor Agreement (Pacific Energy Resources LTD)
Post-Petition Interest. (ai) The Each of the Second Lien Collateral Agent, Facility Lenders and the Second Lien Administrative Agent (for itself and on behalf of the other Second Lien Secured Parties), agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Administrative Agent or any other First Lien Secured Party for allowance in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the First-First Priority Liens (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Second Priority Liens on the CollateralCollateral or the Second Lien Obligations).
(bii) The Each of the First Lien Collateral Agent, Facility Lenders and the First Lien Administrative Agent (for itself and on behalf of the other First Lien Secured Parties), agrees that no First Lien Secured Party shall oppose or seek to challenge any claim by the Second Lien Collateral Administrative Agent or any other Second Lien Secured Party may make a claim for allowance in any Insolvency or Liquidation Proceeding of Indenture Second Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of (i) the Second-Second Priority Liens (provided, however, it being understood and agreed that that if such value shall be determined taking into account the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, Priority Liens on the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral LiensCollateral).
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Leucadia National Corp)
Post-Petition Interest. (a) The Neither the Second Lien Collateral Agent, for itself and on behalf of the other Agent nor any Second Lien Secured Parties, agrees that no Second Lien Secured Party Claimholder shall oppose or seek to challenge any claim by the First Lien Collateral Agent or any other First Lien Secured Party Claimholder for allowance in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the First-Priority Liens First Lien Claimholder’s Lien, without regard to the existence of the Lien of the Second Lien Agent on behalf of the Second Lien Claimholders on the Collateral (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Priority Liens on the CollateralCollateral securing Second Lien Obligations).
(b) The Neither the Second Lien Agent nor any Second Lien Claimholder shall be entitled to post-petition interest, fees or expenses except to the extent permitted for the First Lien Collateral AgentAgent and the First Lien Claimholders. Subject to the preceding sentence, for itself and on behalf of neither the First Lien Agent nor any other First Lien Secured Parties, agrees that Claimholder shall oppose or seek to challenge any claim by the Second Lien Collateral Agent or any other Second Lien Secured Party may make a claim Claimholder for allowance in any Insolvency or Liquidation Proceeding of Indenture Second Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the Lien of the Second Lien Agent on behalf of the Second Lien Claimholders on the Collateral (i) it being understood and agreed that such value shall be determined taking into account the Second-Priority Liens (provided, however, that that if on the Collateral securing the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral LiensObligations).
Appears in 1 contract
Post-Petition Interest. (a) The Second Lien Collateral Agent, for itself and on behalf of the other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Agent or any other First Lien Secured Party for allowance or payment in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the First-First Priority Liens (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Second Priority Liens on the Collateral).
(b) The First Lien Collateral Agent, for itself and on behalf of the other First Lien Secured Parties, agrees that no First Lien Secured Party shall oppose or seek to challenge any claim by the Second Lien Collateral Agent or any other Second Lien Secured Party may make a claim for allowance (but not payment) in any Insolvency or Liquidation Proceeding of Indenture Second Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of (i) the Second-Second Priority Liens (provided, however, it being understood and agreed that that if such value shall be determined taking into account the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, Priority Liens on the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral LiensCollateral).
Appears in 1 contract
Post-Petition Interest. (a) The Second Lien Collateral Agent, for itself and on behalf of the other Second Lien Secured Parties, agrees that no Second Lien Secured Party shall oppose or seek to challenge any claim by the First Lien Collateral Agent or any other First Lien Secured Party for allowance the cash payment in any Insolvency or Liquidation Proceeding of First Lien Obligations consisting of post-petition interest, fees or expenses to the extent of the value of the First-First Priority Liens (it being understood and agreed that such value shall be determined without regard to the existence of the Second-Second Priority Guaranty Liens on the Collateral).
(b) The First Lien Collateral Agent, for itself and on behalf of the other First Lien Secured Parties, agrees that no First Lien Secured Party shall oppose or seek to challenge any claim by the Second Lien Collateral Agent or any other Second Lien Secured Party may make a claim for allowance the cash payment in any Insolvency or Liquidation Proceeding of Indenture Second Lien Obligations consisting of post-petition interestinterest at the contract rate (or the default rate to the same extent First Lien Secured Parties are paid at such default rate), fees or expenses to the extent of the value of (i) the Second-Second Priority Liens (provided, however, it being understood and agreed that that if such value shall be determined taking into account the First Lien Secured Parties shall have made any such claim, such claim shall have been approved prior to, or will be approved contemporaneous with, Priority Liens on the approval of any such claim by any Second Lien Secured Party) and (ii) the Indenture Exclusive Collateral LiensCollateral).
Appears in 1 contract
Samples: Intercreditor Agreement (Pacific Energy Resources LTD)