Second Lien Debt. The Borrower shall not, nor shall it permit any of its Restricted Subsidiaries to, (a) make any optional, mandatory or scheduled payments on account of principal (whether by redemption, purchase, retirement, defeasance, set-off or otherwise), interest, premiums and fees in respect of the Second Lien Debt or (b) amend, supplement or otherwise modify the terms of the Second Lien Debt if such amendment, supplement or modification would violate the Intercreditor Agreement; provided that, (x) the Borrower may make scheduled payments of interest on the Second Lien Debt, (y) the Borrower may make mandatory prepayments of principal of Second Lien Debt required pursuant to Section 2.06(c) of the Second Lien Credit Agreement as in effect on the Amendment No. 11 Effective Date (along with any payments in connection therewith required pursuant to Section 2.06(d) of the Second Lien Credit Agreement as in effect on the Amendment No. 11 Effective Date) so long as (i) no Default has occurred and is continuing or would result therefrom and (ii) prior to making such payment, the Borrower has made the payments required pursuant to Section 2.05(b)(iii) and Section 2.06(b), and (z) the Borrower may make any optional or scheduled payments of principal of Second Lien Debt (along with any payments in connection therewith required pursuant to Section 2.06(d) of the Second Lien Credit Agreement as in effect on the Amendment No. 11 Effective Date) so long as (i) no Default has occurred and is continuing or would therefrom, (ii) before and after giving effect thereto, the Borrower is in pro forma compliance with Sections 6.17, 6.18, and 6.19, and (iii) before and after giving effect thereto, Availability is equal to or greater than 20% of the Borrowing Base then in effect.
Second Lien Debt. As of the Closing Date, the Borrowers have delivered to Agents a complete and correct copy of the Second Lien Indebtedness Documents (including all schedules, exhibits, amendments, supplements, modifications, assignments and all other documents delivered pursuant thereto or in connection therewith).
Second Lien Debt. (i) Any Loan Party shall make any payment, whether in principal, interest, premiums or fees, in respect of any Second Lien Debt, or makes any other payment thereon, in any such case, that is not allowed under the terms of this Agreement or the Indenture Intercreditor Agreement; or (ii) any Loan Party amends, supplements or otherwise modifies the Second Lien Note Agreement or any other Second Lien Note Document that is not allowed under, or otherwise violates or breaches, the provisions of this Agreement or the Indenture Intercreditor Agreement; or
Second Lien Debt. As of the Closing Date, the Borrower has delivered to the Administrative Agent a complete and correct copy of the Second Lien Loan Documents (including all schedules, exhibits, amendments, supplements, modifications, assignments and all other documents delivered pursuant thereto or in connection therewith). All Obligations, including the L/C Reimbursement Obligations and the Secured Swap Obligations, constitute “Senior Indebtedness” (as such term is defined as of the Closing Date in the Intercreditor Agreement or as amended with the consent of the Borrower) entitled to the benefits of the subordination provisions contained in the Intercreditor Agreement as in effect on the Closing Date or as otherwise amended in accordance with its terms.
Second Lien Debt. No Loan Party shall amend, modify or waive, in any manner which is materially adverse to the Lenders, any provision of any Second Lien Loan Document without the prior written consent of the Administrative Agent.
(u) Section 7.01 (Events of Default) of the Credit Agreement is hereby amended by deleting “and” at the end of clause (h) therein and inserting new clauses (j), (k) and (l) as follows:
Second Lien Debt. No Restricted Party shall make any principal payment or prepayment on the Second Lien Debt:
(a) if a Default has occurred and is continuing or would result from doing so; and
(b) with respect to any principal prepayment, the Total Net Debt Ratio is not greater than 2.50 to 1 after giving effect to such prepayment, as evidenced by a Compliance Certificate on a pro forma basis provided to the Agent at least 10 days prior to such prepayment.
Second Lien Debt. The Borrower shall have delivered to the Administrative Agent true, correct and complete copies (certified to be such by the Borrower) of the Second Lien Note Agreement and each other agreement, instrument, or document executed by the Borrower, any of its Subsidiaries or any of their respective Responsible Officers at any time in connection with the Second Lien Note Agreement on or before the date hereof, the terms and conditions of which shall be satisfactory to the Administrative Agent and the Lenders.
Second Lien Debt. The Borrower shall receive simultaneously with the initial funding hereunder not more than $56,500,000 in gross cash proceeds from borrowings under the Second Lien Credit Agreement (or, in lieu thereof, the Borrower shall have received additional cash equity contributions (in addition to any amounts required under clause (c) below)). The terms and conditions of the Second Lien Loan Documents, shall be reasonably satisfactory in all respects to the Agents;
Second Lien Debt. The transactions contemplated by the Second Lien Debt Documents have been duly and validly consummated in accordance with the terms, conditions and provisions of such documents. Each of the representations and warranties made by any of the Obligated Parties pursuant to any of the Second Lien Debt Documents is true and correct, in all material respects. None of the transactions contemplated by this Agreement, any of the other Loan Documents or any of the Second Lien Debt Documents shall result in a breach of any of the representations and warranties or other provisions contained in any of the Transaction Documents.
Second Lien Debt. Borrower shall and shall cause each other Loan Party to provide to the Agent (i) not less than 10 Business Days' prior written notice of the Borrower's intention to launch any offering to create, incur or issue any Second Lien Debt together with a copy of a term sheet describing, in reasonable detail, the contemplated covenants of such Second Lien Debt that differ from the terms of the 2024 Notes, and as soon as reasonably practicable thereafter, a copy of any offering memorandum relating to such Second Lien Debt and any Second Lien Financing Agreement which the Borrower is intending to enter into in connection therewith; (ii) prompt written notice after becoming aware of a default or event of default under or related to the Second Lien Financing Agreement, an officer's certificate describing in detail such default or event of default; (iii) all such additional guarantees and Security as may be required to ensure that each Subsidiary of the Borrower that is a guarantor of the Second Lien Debt is also a Loan Party and that the Security Interests securing the Second Lien Debt do not extend beyond the Security Interests granted pursuant to the Loan Documents and as otherwise may be required to maintain the Secured Lenders' first priority Security Interest over all assets of the Loan Parties; and (iv) not less than 10 Business Days' prior written notice of any proposed alteration, amendment, modification or supplement to, or restatement of, the Second Lien Financing Agreement or any ancillary document related thereto (or any waiver or consent to like effect), which notice shall include a copy of such proposed alteration, amendment, modification, supplement, restatement, waiver or consent;
