Common use of Senior Indebtedness, Etc Clause in Contracts

Senior Indebtedness, Etc. Each of the applicable Loan Parties has the power and authority to incur the Indebtedness provided for under the Existing Second Lien Credit Facility and has duly authorized, executed and delivered the Existing Second Lien Credit Facility. The Existing Second Lien Credit Facility constitutes the legal, valid and binding obligation of Holdings and its Subsidiaries enforceable against Holdings and its Subsidiaries in accordance with its terms. The subordination provisions of the Intercreditor Agreement are and will be enforceable against the Existing Second Lien Lenders by the Secured Parties which have not effectively waived the benefits thereof. All Obligations, including, without limitation, those to pay principal of and interest (including post-petition interest) on the Loans and fees and expenses in connection therewith, constitute the Senior Credit Facility (as defined in the Existing Second Lien Credit Facility), and all such Obligations are entitled to the benefits of the subordination created by the Intercreditor Agreement. Holdings and each of its Subsidiaries acknowledges that the Agents and the Lenders are entering into this Agreement, and extending their Commitments, in reliance upon the subordination provisions of the Intercreditor Agreement and this Section 6.01(y).