Security Documents and Intercreditor Agreement. The obligations of the Company and the Guarantors under the Indenture, the Notes and the Guarantees are secured by a third Lien on the Collateral pursuant to the Security Documents. The provisions of the Indenture and the Security Documents are subject to the Intercreditor Agreement.
Security Documents and Intercreditor Agreement. The Company and the Guarantors shall have executed and delivered perfection certificates dated as of the Closing Date (the “Perfection Certificates”) in form and substance reasonably satisfactory to the Initial Purchasers. Except as otherwise provided for in the Security Agreement, the Indenture or the other documents entered into pursuant to the Transactions, the Representative and the Collateral Agent shall have received each of the Security Documents and the Intercreditor Agreement, in form and substance reasonably satisfactory to the Initial Purchasers, and all other certificates, agreements or instruments necessary to perfect the Collateral Agent’s security interest in all of the Collateral, including but not limited to, UCC financing statements in appropriate form for filing and filings with the United States Patent and Trademark Office and United States Copyright Office in appropriate form for filing; each such document executed by the Company and each other party thereto, and each such document shall be in full force and effect and evidence that all of the liens on the Collateral other than Permitted Liens have been released. The Representative shall also have received (i) certified copies of UCC, tax and judgment lien searches or equivalent reports or searches, each of a recent date listing all effective financing statements, lien notices or comparable documents that name the Company or any Guarantor as debtor and that are required by the Perfection Certificates or that the Representative deem necessary or appropriate, none of which encumber the Notes Priority Collateral covered or intended to be covered by the Security Documents (other than Permitted Liens) and (ii) acceptable evidence of payment or arrangements for payment by the Company and the Guarantors of all applicable recording taxes, fees, charges, costs and expenses required for the recording of the Security Documents.
Security Documents and Intercreditor Agreement. The provisions of this Indenture relating to Collateral are subject to the provisions of the Security Documents (including, without limitation, the Intercreditor Agreement). The Issuers, the Guarantors, the Trustee and the Collateral Agent acknowledge and agree to be bound by the provisions of the Security Documents (including, without limitation, the Intercreditor Agreement). Notwithstanding anything herein to the contrary, the priority of the lien and security interest granted to the Collateral Agent pursuant to this Indenture and the other Security Documents and the exercise of any right or remedy by the Collateral Agent hereunder and thereunder are subject to the provisions of the Intercreditor Agreement. In the event of any conflict between the terms of the Intercreditor Agreement and this Indenture with respect to lien priority or rights and remedies in connection with the Common Collateral (as defined in the Intercreditor Agreement), the terms of the Intercreditor Agreement shall govern.
Security Documents and Intercreditor Agreement. (a) The parties hereto acknowledge and agree that any provision of any Loan Document to the contrary notwithstanding, prior to the discharge in full of all ABL Claims, the Loan Parties shall not be required to act or refrain from acting under any Security Document with respect to the ABL Priority Collateral in any manner that would result in a “Default” or “Event of Default” (as defined in any ABL Loan Document) under the terms and provisions of the ABL Loan Documents. Each Lender hereunder:
Security Documents and Intercreditor Agreement. Subject to the Intercreditor Agreement, the due and punctual payment of the principal of and interest on the Notes when and as the same shall be due and payable, whether on an interest payment date, at maturity, by acceleration, repurchase, redemption or otherwise, and interest on the overdue principal of and interest (to the extent permitted by law), if any, on the Notes and performance of all other obligations of the Company and the Guarantors to the Holders, according to the terms of the Notes, this Facility Agreement or any other Finance Document, are secured as provided in the Security Documents (including, without limitation, the provisions providing for foreclosure and release of Collateral). The Company and the Guarantors will do or cause to be done all such acts and things as may be necessary or proper, or as may be required by the provisions of the Security Documents, to assure and confirm to each Lender, each Holder and the Collateral Agent the security interest in the Collateral contemplated hereby or the Security Documents or any part thereof, as from time to time constituted, so as to render the same available for the security and benefit of this Facility Agreement, of the Notes and Guarantees secured hereby, according to the intent and purposes herein expressed and according to the schedule contemplated by the Security Memorandum.
Security Documents and Intercreditor Agreement. The parties hereto acknowledge and agree that any provision of any Loan Document to the contrary notwithstanding, prior to the discharge in full of all ABL Priority Obligations, the Loan Parties shall not be required to act or refrain from acting under any Security Document with respect to the ABL Priority Collateral in any manner that would result in a “Default” or “Event of Default” (as defined in any ABL Loan Document) under the terms and provisions of the ABL Loan Documents. Each Lender hereunder (a) consents to the subordination of Liens provided for in the ABL/Term Loan Intercreditor Agreement, (b) agrees that it will be bound by and will take no actions contrary to the provisions of the ABL/Term Loan Intercreditor Agreement and (c) authorizes and instructs the Administrative Agent to enter into the ABL/Term Loan Intercreditor Agreement as Term Loan Agent (as defined in the ABL/Term Loan Intercreditor Agreement) and on behalf of such Lender. The foregoing provisions are intended as an inducement to the lenders under the ABL Credit Agreement to extend credit and such lenders are intended third party beneficiaries of such provisions and the provisions of the ABL/Term Loan Intercreditor Agreement.
Security Documents and Intercreditor Agreement. The provisions of this Indenture relating to Collateral are subject to the provisions of the Security Documents (including, without limitation, the Intercreditor Agreement). The Issuer, the Guarantors and the Trustee acknowledge and agree to be bound by the provisions of the Security Documents (including, without limitation, the Intercreditor Agreement). Notwithstanding anything herein to the contrary, the priority of the lien and security interest granted to the Trustee pursuant to this Indenture and the other Security Documents and the exercise of any right or remedy by the Trustee under this Indenture and thereunder are subject to the provisions of the Intercreditor Agreement.
Security Documents and Intercreditor Agreement. Except as otherwise provided for in this Agreement, the Security Agreement, the Pledge Agreement or the Indenture, the Representative and the Collateral Agent shall have received each of the Security Documents (including the schedules thereto) and the Intercreditor Agreement, in form and substance reasonably satisfactory to the Initial Purchasers, and all other certificates, agreements or instruments necessary to perfect the Collateral Agent’s security interest in and liens on all of the Collateral to the extent required as described in the Prospectus and pursuant to the Security Documents, and each such document shall be in full force and effect and evidence that all of the liens on the Collateral other than Permitted Collateral Liens have been released. The Representative shall also have received (i) copies of Uniform Commercial Code searches for the Company and each Guarantor and (ii) tax and judgment lien searches or equivalent reports or searches, and a copy of searches at the United States Patent and Trademark Office for the Company and each Guarantor to the extent reasonably requested by the Representative, in each case (i) and (ii), as of a recent date listing all effective financing statements, lien notices or comparable documents that name the Company or any Guarantor as debtor and that are required by the Security Documents or that the Representative deems reasonably necessary or appropriate, none of which encumber in any material respect the Collateral covered or intended to be covered by the Security Documents (other than Permitted Liens (as defined in the Indenture)).
Security Documents and Intercreditor Agreement. The parties hereto acknowledge and agree that any provision of any Loan Document to the contrary notwithstanding, prior to the discharge in full of all ABL Claims (as defined in the ABL/Term Loan Intercreditor Agreement), the Loan Parties shall not be required to act or refrain from acting under any Security Document with respect to the ABL Priority Collateral in any manner that would result in a “Default” or “Event of Default” (as defined in any ABL Loan Document) under the terms and provisions of the ABL Loan Documents. Each Lender hereunder (a) consents to the subordination of Liens provided for in the ABL/Term Loan Intercreditor Agreement, (b) agrees that it will be bound by and will take no actions contrary to the provisions of the Intercreditor Agreements and (c) authorizes and instructs the Administrative Agent to enter into the Intercreditor Agreements as First Lien Term Loan Agent (as defined in the applicable Intercreditor Agreement) and on behalf of such Lender.
Security Documents and Intercreditor Agreement. (a) To secure the full and punctual payment when due, and the full and punctual performance of the Obligations of the parties hereto, the Issuer, the Guarantors and the Collateral Agent shall, on the Issue Date, enter into certain Security Documents and may enter into additional Security Documents and take or cause to be taken all such actions as may be required to create, perfect and maintain, as security for the Obligations of the Issuer and the Guarantors to the Notes Secured Parties under this Indenture, the Notes, the Guarantees and the Security Documents, a valid and enforceable perfected third-priority Lien and security interest in all of the Collateral (subject to Permitted Liens) in favor of the Collateral Agent for the benefit of the Notes Secured Parties. Each Holder, by accepting a Note, consents and agrees to the terms of the Security Documents and the Intercreditor Agreement (including the provisions providing for the possession, use, release and foreclosure of Collateral) as each may be in effect or may be amended from time to time in accordance with their terms and this Indenture and the Intercreditor Agreement.
