Second Lien amend the Finance Documents to permit UPC Broadband to incur and secure Financial Indebtedness on a second lien ranking basis provided that (other than in the case of a refinancing of other secured Financial Indebtedness in the same or a lesser principal amount) the Total Debt to Annualised EBITDA ratio on a pro forma basis would not be greater than 5.50:1.00 and provided that such Financial Indebtedness is subject to an intercreditor agreement on terms satisfactory to the Facility Agent and the Security Agent (in each case, acting reasonably) and, where the rights of the holders of such Financial Indebtedness will be contractually subordinated to the rights of the Lenders, on terms comparable to the intercreditor agreement that relates to the Liberty Global Reference Agreement referenced under paragraph (iii) of the definition of “Liberty Global Reference Agreements” with such adjustments and amendments agreed between UPC Broadband, the Security Agent and the Facility Agent (acting reasonably in each case).
Second Lien. Borrower shall provide Lender a lien and security interest on all Crops and Farm Products and all Accounts, Chattel Paper and General Intangibles ansmg out of the same which shall be second only to the first lien of any LOC Lender.
Second Lien. None of the Mortgage Loans are second lien Mortgage Loans.
Second Lien. Notwithstanding anything to the contrary contained herein, the liens granted by Pledgors to Secured Party are secondary and inferior to those certain liens granted by Pledgors to the Agent under the Senior Credit Facility.
Second Lien. Notwithstanding anything to the contrary contained herein, the liens granted by Debtors to Secured Party are secondary and inferior to those certain liens granted by Debtors to the Agent under the Senior Credit Facility. [THE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK]
Second Lien. Notwithstanding anything herein to the contrary, the lien and security interest granted to Administrative Agent pursuant to this Agreement and the exercise of any right or remedy in respect of the Collateral by Administrative Agent hereunder are subject to the provisions of the Intercreditor Agreement, including the rights of the First Lien Debt Agent to exercise control with respect to such Collateral as and to the extent set forth in the Intercreditor Agreement. In the event of any conflict between the terms of the Intercreditor Agreement and the provisions of Section 5 or 6 of this Agreement relating to the Collateral, the terms of the Intercreditor Agreement shall govern.
Second Lien. Trustor, Beneficiary and Indenture Trustee have entered into the Intercreditor Agreement to establish the relative priorities of the Liens created by the First Deed of Trust and this Hyatt Gaming Deed of Trust, and this Hyatt Gaming Deed of Trust is made subject to all terms and conditions of the Intercreditor Agreement.
Second Lien. Of even date herewith, Grantor is executing a ----------- certain First Leasehold Deed of Trust, Security Agreement, Assignment of Leases and Rents, Fixture Filing and Financing Statement in favor of State Street Bank and Trust Company, as Trustee (the "First Lien Deed of Trust"). The liens and ------------------------ security interests granted in this Deed of Trust shall be inferior and subordinate to the liens and security interests granted in the First Lien Deed of Trust, which shall be first priority.
Second Lien. Claims On the Plan Effective Date, each Allowed Second Lien Claim will be released and extinguished, and each holder of an Allowed Second Lien Claim shall receive, in full and final satisfaction of such Allowed Second Lien Claim, its pro rata share (based on such holder’s proportionate share of all Allowed Second Lien Claims) of 92.0% of the New Interests that are issued and outstanding on the Plan Effective Date (after giving effect to the consummation of the Restructuring Transactions to occur on or as of the Plan Effective Date, including all distributions to be made on or as of the Plan Effective Date, and assuming the issuance of the Reserved Interests), subject to dilution by the Management Incentive Plan and the Noteholder Warrants. Impaired;
Second Lien. If, on the 120th day after the Effective Date, all Loans shall not have been repaid in full, the Borrower will, and will cause each Guarantor to, within 30 days, (i) grant to the Administrative Agent, for the ratable benefit of the Lenders, a security interest in the Collateral as collateral security for the prompt and complete payment and performance when due of the Indebtedness pursuant to documentation substantially in the form of the Senior Loan Security Instruments, such security interest being prior and superior in right to any other Lien on the Collateral (other than the Lien securing the obligations under the Senior Credit Agreement and the related Hedging Obligations and non-consensual Permitted Liens preferred by operation of law) subject to the Intercreditor Agreement and (ii) execute and deliver the Intercreditor Agreement. The Lenders hereby authorize the Administrative Agent to execute and deliver the appropriate documentation and the Intercreditor Agreement contemplated in this Section 8.
