Similar Liens and Agreements. The parties hereto agree that it is their intention that the Revolving Credit Facility Collateral and the Second Lien Term Loan Collateral be identical (other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount not to exceed 105% of the aggregate face amount thereof). In furtherance of the foregoing and of Section 7.10, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the Revolving Collateral Agent or the Second Lien Term Loan Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Collateral and the Second Lien Term Loan Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Documents and the Second Lien Term Loan Credit Documents; and (b) that the Revolving Credit Facility Collateral Documents and the Second Lien Term Loan Collateral Documents and guarantees for the Revolving Credit Obligations and the Second Lien Term Loan Obligations, subject to Sections 5.3(a) and 5.3(b), shall be in all material respects the same forms of documents other than with respect to differences to reflect the nature of the lending arrangements and the first and second lien nature of the Obligations thereunder with respect to the Second Lien Term Loan Priority Collateral and the Revolving Credit Priority Collateral.
Appears in 1 contract
Samples: Intercreditor Agreement (Dura Automotive Systems Inc)
Similar Liens and Agreements. The parties hereto agree that it is their intention that the Revolving Credit Facility Senior Priority Collateral and the Second Lien Term Loan Junior Priority Collateral be identical (other than cash collateral identical; provided that this provision will not be violated with respect to letters of credit constituting Revolving Credit any Senior Priority Obligations in an amount not if for any reason the Senior Priority Collateral Agent expressly declines to exceed 105% of accept a Mortgage, or releases a Mortgage, on the aggregate face amount thereof)Mortgaged Property owned by Envelope Product Group, LLC and located at Xxxxx 000, Xxxxxxxxxxxx, XX 00000. In furtherance of the foregoing and of Section 7.108.8, the parties hereto agree, subject to the other provisions of this Agreement:
(a) upon request by the Revolving Senior Priority Collateral Agent or the Second Lien Term Loan Junior Priority Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Senior Priority Collateral and the Second Lien Term Loan Junior Priority Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Senior Priority Documents and the Second Lien Term Loan Credit Junior Priority Documents; and
(b) that the Revolving Credit Facility Senior Priority Collateral Documents Documents, taken as a whole, and the Second Lien Term Loan Junior Priority Collateral Documents and guarantees for the Revolving Credit Obligations and the Second Lien Term Loan ObligationsDocuments, subject to Sections 5.3(a) and 5.3(b)taken as a whole, shall be in all material respects the same forms of documents other than with respect to differences to reflect the nature of the lending financial arrangements and the first and second relative lien nature of priorities securing the Obligations thereunder with respect to the Second Lien Term Loan Priority Collateral and the Revolving Credit Priority Collateralthereunder.
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Similar Liens and Agreements. The parties hereto agree that it is their intention that (i) the Revolving Credit Facility CHG Lease Collateral shall not be more expansive than the Senior Facilities Collateral and the Second Lien Term Loan Collateral be identical (ii) other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount the Excluded Senior Collateral, the Senior Facilities Collateral shall not to exceed 105% of be more expansive than the aggregate face amount thereof)CHG Lease Collateral. In furtherance of the foregoing and of Section 7.1011.9 hereof, the parties hereto Senior Collateral Agent, for itself and on behalf of the Senior Facilities Creditors, and CHG, on behalf of itself and the other Junior Creditors, agree, subject to the other provisions of this Agreement:
(ai) upon the reasonable request by the Revolving Collateral Agent CHG or the Second Lien Term Loan Senior Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Collateral and the Second Lien Term Loan Shared Collateral and the steps taken to perfect their respective the Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Senior Facilities Documents and the Second Lien Term Loan Credit CHG Lease Facility Documents, respectively; and
(bii) that the Revolving Credit Facility CHG Lease Security Documents creating Liens on the Shared Collateral Documents and the Second Lien Term Loan Collateral Documents and guarantees for the Revolving Credit Obligations and the Second Lien Term Loan Obligations, subject to Sections 5.3(a) and 5.3(b), shall be in all material respects the same forms of documents as the respective Senior Facilities Documents creating Liens on the Shared Collateral other than with respect to differences to reflect the nature of the lending arrangements and the first and second lien nature of the Obligations thereunder (A) with respect to the Second Lien Term Loan Priority description of the Collateral and (B) with respect to the Revolving Credit Priority priority nature of the Liens created thereunder in such Collateral.
Appears in 1 contract
Samples: Multiparty Agreement (Cinedigm Digital Cinema Corp.)
Similar Liens and Agreements. The parties hereto agree that that, subject to Sections 2.3 and 5.3(b), it is their intention that the Revolving Credit Facility Senior Lien Collateral and the Second Junior Lien Term Loan Collateral be identical (other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount not to exceed 105% of the aggregate face amount thereof)identical. In furtherance of the foregoing and of Section 7.108.10, the parties hereto agree, subject to the other provisions of this Agreement:
(a) upon request by the Revolving Senior Lien Collateral Agent or the Second Junior Lien Term Loan Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Senior Lien Collateral and the Second Junior Lien Term Loan Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Senior Lien Loan Documents and the Second Junior Lien Term Loan Credit Documents; and
(b) that the Revolving Credit Facility documents and agreements creating or evidencing the Senior Lien Collateral Documents and the Second Junior Lien Term Loan Collateral Documents and guarantees for the Revolving Credit Senior Lien Obligations and the Second Junior Lien Term Loan Obligations, subject to Sections 5.3(a) 2.3 and 5.3(b), shall be in all material respects the same forms of documents other than with respect to differences provisions to reflect the nature of the lending arrangements senior lien and the first and second junior lien nature of the Obligations thereunder with respect to the Second Lien Term Loan Priority Collateral and the Revolving Credit Priority Collateralthereunder.
Appears in 1 contract
Samples: Intercreditor Agreement
Similar Liens and Agreements. The parties hereto Representatives, on behalf of the Secured Parties of the Debt Facility for which it is acting, agree that it is their intention that the Revolving Credit Collateral securing each Debt Facility Collateral and the Second Lien Term Loan Collateral be identical (other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount not to exceed 105% of the aggregate face amount thereof)identical. In furtherance of the foregoing and of Section 7.108.11, the parties hereto agree, subject to the other provisions of this Agreement:
(a) upon request by the Revolving Collateral Agent Senior Representative or the Second Lien Term Loan Collateral AgentPriority Representative, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Collateral and the Second Lien Term Loan Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Senior Debt Documents and the Second Lien Term Loan Credit Priority Debt Documents; and
(b) that the Revolving Credit Facility documents and agreements creating or evidencing the Collateral Documents and the Second Lien Term Loan Collateral Documents and guarantees for the Revolving Credit Senior Obligations and the Second Lien Term Loan Priority Debt Obligations, subject to Sections 5.3(a) and 5.3(b)Section 5.03, shall be in all material respects the same forms of documents other than with respect to differences to reflect the nature of the lending arrangements first lien and the first and second lien nature of the Obligations thereunder with respect obligations thereunder; and
(c) to the Second Lien Term Loan Priority Collateral extent that one Representative or a Secured Party holds liens on assets securing the Debt Facility for which it is acting, and such liens are not also granted to the Revolving Credit Priority Collateralother Representative and applicable Secured Parties, then the Representative or Secured Party (as the case may be) holding such liens on such additional assets, shall also hold such liens for the benefit of the other Representative and applicable Secured Parties.
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Similar Liens and Agreements. The parties hereto agree that that, subject to Section 2.3, it is their intention that the Revolving Credit Facility Senior Lien Collateral and the Second Junior Lien Term Loan Collateral be identical (other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount not to exceed 105% of the aggregate face amount thereof)identical. In furtherance of the foregoing and of Section 7.108.10, the parties hereto agree, subject to the other provisions of this Agreement:
(a) upon request by the Revolving Senior Lien Collateral Agent or the Second Junior Lien Term Loan Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Senior Lien Collateral and the Second Junior Lien Term Loan Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Senior Lien Loan Documents and the Second Junior Lien Term Loan Credit Documents; and
(b) that the Revolving Credit Facility documents and agreements creating or evidencing the Senior Lien Collateral Documents and the Second Junior Lien Term Loan Collateral Documents and guarantees for the Revolving Credit Senior Lien Obligations and the Second Junior Lien Term Loan Obligations, subject to Sections 5.3(a) and 5.3(b), Section 2.3 shall be in all material respects the same forms of documents other than with respect to differences provisions to reflect the nature of the lending arrangements senior lien and the first and second junior lien nature of the Obligations thereunder with respect to the Second Lien Term Loan Priority Collateral and the Revolving Credit Priority Collateralthereunder.
Appears in 1 contract
Samples: Intercreditor Agreement
Similar Liens and Agreements. The parties hereto agree that it is their intention that the Revolving Credit Facility Collateral, the Senior Priority Fixed Asset Collateral and the Second Lien Term Loan Junior Priority Collateral be identical (other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount not to exceed 105% of the aggregate face amount thereof)identical. In furtherance of the foregoing and of Section 7.108.8, the parties hereto agree, subject to the other provisions of this Agreement:
(a) upon request by the Revolving Credit Collateral Agent, the Senior Priority Fixed Asset Collateral Agent or the Second Lien Term Loan Junior Priority Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Collateral, the Senior Priority Fixed Asset Collateral and the Second Lien Term Loan Junior Priority Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Documents Documents, the Senior Priority Fixed Asset Documents, and the Second Lien Term Loan Credit Junior Priority Documents; and
(b) that the Revolving Credit Facility Collateral Documents Documents, taken as a whole, the Senior Priority Fixed Asset Collateral Documents, taken as a whole and the Second Lien Term Loan Junior Priority Collateral Documents and guarantees for the Revolving Credit Obligations and the Second Lien Term Loan ObligationsDocuments, subject to Sections 5.3(a) and 5.3(b)taken as a whole, shall be in all material respects the same forms of documents other than with respect to differences to reflect the nature of the lending financial arrangements and the first and second relative lien nature of priorities securing the Obligations thereunder with respect to the Second Lien Term Loan Priority Collateral and the Revolving Credit Priority Collateralthereunder.
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Similar Liens and Agreements. The Subject to Section 10.01(b) of the Indenture, each of the parties hereto agree acknowledges and agrees that it is their its intention that the Revolving Credit Facility Priority Lien Collateral and the Second Parity Junior Lien Term Loan Collateral be identical (other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount not to exceed 105% of the aggregate face amount thereof)identical. In furtherance of the foregoing and of Section 7.10foregoing, the parties hereto agree, subject to the other provisions of this Agreement:
(a) upon request by the Revolving Collateral Agent or the Second Lien Term Loan Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine determine, upon any reasonable request by the Priority Lien Collateral Agent or the Parity Junior Lien Collateral Agent, the specific items assets included in the Revolving Credit Facility Priority Lien Collateral and the Second Parity Junior Lien Term Loan Collateral and Collateral, the steps taken to perfect their respective the Priority Liens and the Parity Junior Liens thereon and the identity of the respective parties Grantors obligated under the Revolving Credit Facility Credit Priority Lien Documents and the Second Parity Junior Lien Term Loan Credit Documents; and
(b) that the Revolving Credit Facility documents, agreements and instruments creating or evidencing the Parity Junior Lien Collateral Documents and the Second Lien Term Loan Collateral Documents and guarantees for the Revolving Credit Obligations and the Second Lien Term Loan Obligations, subject to Sections 5.3(a) and 5.3(b), Parity Junior Liens shall be in all material respects in the same forms of documents form as the documents, agreements and instruments creating or evidencing the Priority Lien Collateral and the Priority Liens, other than with respect to differences to reflect the first priority and second priority nature of the lending arrangements and Liens created or evidenced thereunder, the first and second lien nature identity of the Obligations thereunder with respect to the Second Lien Term Loan Priority Collateral Secured Parties that are parties thereto or secured thereby and the Revolving Credit Priority Collateralother matters contemplated by this Agreement.
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Similar Liens and Agreements. The parties hereto agree that it is their intention that the Revolving Credit Facility First Priority Collateral and the Second Lien Term Loan Priority Collateral be identical (other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount not to exceed 105% of the aggregate face amount thereof)identical. In furtherance of the foregoing and of Section 7.108.9, the parties hereto agree, subject to the other provisions of this Agreement:
(a) upon request by the Revolving First Priority Collateral Agent or the Second Lien Term Loan Priority Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility First Priority Collateral and the Second Lien Term Loan Priority Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit First Priority Documents and the Second Lien Term Loan Credit Priority Documents; and
(b) that the Revolving Credit Facility documents and agreements creating or evidencing the First Priority Collateral Documents and the Second Lien Term Loan Priority Collateral Documents and guarantees for the Revolving Credit First Priority Notes Obligations and the Second Lien Term Loan Obligations, subject to Sections 5.3(a) and 5.3(b), Priority Notes Obligations shall be in all material respects the same forms of documents other than with respect to differences to reflect (i) the nature of the lending arrangements first lien and the first and second lien nature of the Obligations obligations thereunder with respect and (ii) the delivery of Common Collateral, the security interest in which may be perfected only by possession or control by a single Person of such Common Collateral prior to the Second Lien Term Loan Discharge of First Priority Collateral and the Revolving Credit Priority CollateralNotes Obligations.
Appears in 1 contract
Samples: Intercreditor Agreement (Endeavour International Corp)
Similar Liens and Agreements. The parties hereto agree that it is their intention that the Revolving Credit Facility Senior Priority Collateral and the Second Lien Term Loan Junior Priority Collateral be identical (other than cash collateral identical; provided that this provision will not be violated with respect to letters of credit constituting Revolving Credit any Senior Priority Obligations in an amount not if for any reason the Senior Priority Collateral Agent expressly declines to exceed 105% of accept a Mortgage, or releases a Mortgage, on the aggregate face amount thereof)Mortgaged Property owned by Envelope Product Group, LLC and located at Xxxxx 000, Xxxxxxxxxxxx, XX 00000. In furtherance of the foregoing and of Section 7.108.8, the parties hereto agree, subject to the other provisions of this Agreement:
: (a) upon request by the Revolving Senior Priority Collateral Agent or the Second Lien Term Loan Junior Priority Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Senior Priority Collateral and the Second Lien Term Loan Junior Priority Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Senior Priority Documents and the Second Lien Term Loan Credit Junior Priority Documents; and
and (b) that the Revolving Credit Facility Senior Priority Collateral Documents Documents, taken as a whole, and the Second Lien Term Loan Junior Priority Collateral Documents and guarantees for the Revolving Credit Obligations and the Second Lien Term Loan ObligationsDocuments, subject to Sections 5.3(a) and 5.3(b)taken as a whole, shall be in all material respects the same forms of documents other than with respect to differences to reflect the nature of the lending financial arrangements and the first and second relative lien nature of priorities securing the Obligations thereunder with respect to the Second Lien Term Loan Priority Collateral and the Revolving Credit Priority Collateralthereunder. 12 SECTION 3.
Appears in 1 contract
Samples: Intercreditor Agreement
Similar Liens and Agreements. The parties hereto agree that it is their intention that the Revolving Credit Facility Collateral and the Second Lien Term Loan Fixed Asset Facility Collateral be identical (other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount not to exceed 105% of the aggregate face amount thereof)identical. In furtherance of the foregoing and of Section 7.108.8, the parties hereto agree, subject to the other provisions of this Agreement:
(a) upon request by the Revolving Credit Collateral Agent or the Second Lien Term Loan any Fixed Asset Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Collateral and the Second Lien Term Loan Fixed Asset Facility Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Documents and the Second Lien Term Loan Credit Fixed Asset Documents; and
(b) that the Revolving Credit Facility Collateral Documents Documents, taken as a whole, and the Second Lien Term Loan Fixed Asset Collateral Documents and guarantees for the Revolving Credit Obligations and the Second Lien Term Loan ObligationsDocuments, subject to Sections 5.3(a) and 5.3(b)taken as a whole, shall be in all material respects the same forms of documents other than with respect to differences to reflect the nature of the lending arrangements and the first and second lien nature relative priorities of the liens securing the Obligations thereunder with respect to the Second Lien Term Loan Priority Fixed Asset Collateral and the Revolving Credit Priority ABL Collateral.
Appears in 1 contract
Samples: Intercreditor Agreement (PAE Inc)
Similar Liens and Agreements. The parties hereto agree that that, subject to Sections 2.3 and 5.3(c), it is their intention that the Revolving Credit Facility Parity Lien Collateral and the Second Junior Lien Term Loan Collateral be identical (other than cash collateral with respect to letters of credit constituting Revolving Credit Obligations in an amount not to exceed 105% of the aggregate face amount thereof)identical. In furtherance of the foregoing and of Section 7.108.12, the parties hereto agree, subject to the other provisions of this Agreement:
(a) upon request by the Revolving any Parity Lien Collateral Agent or the Second any Junior Lien Term Loan Collateral Agent, to cooperate in good faith (and to direct their counsel to cooperate in good faith) from time to time in order to determine the specific items included in the Revolving Credit Facility Parity Lien Collateral and the Second Junior Lien Term Loan Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the Revolving Credit Facility Credit Parity Lien Debt Documents and the Second Junior Lien Term Loan Credit Debt Documents; and
(b) that the Revolving Credit Facility documents and agreements creating or evidencing the Parity Lien Collateral Documents and the Second Junior Lien Term Loan Collateral Documents and guarantees for the Revolving Credit Parity Lien Obligations and the Second Junior Lien Term Loan Obligations, subject to Sections 5.3(a) 2.3 and 5.3(b5.3(c), shall be in all material respects the same forms of documents other than with respect to differences to reflect the nature of the lending arrangements first lien and the first and second lien nature of the Obligations thereunder with respect to the Second Lien Term Loan Priority Collateral and the Revolving Credit Priority Collateralthereunder.
Appears in 1 contract
Samples: Indenture (Urban One, Inc.)