Common use of Similar Liens and Agreements Clause in Contracts

Similar Liens and Agreements. The parties hereto agree that, subject to Sections 2.3 and 5.3(c), it is their intention that the First Lien Collateral and the Second Lien Collateral be identical. In furtherance of the foregoing and of Section 8.12, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the First Lien Collateral Agent or the Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(c), shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations thereunder.

Appears in 1 contract

Samples: Second Lien Intercreditor Agreement (Turning Point Brands, Inc.)

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Similar Liens and Agreements. The parties hereto agree that, subject to Sections 2.3 and 5.3(c), it is their intention that the First Lien Collateral and the Second Lien Collateral be identical. In furtherance of the foregoing and of Section 8.12, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the any First Lien Collateral Agent or the any Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Debt Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(c), shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations thereunder.

Appears in 1 contract

Samples: Intercreditor Agreement (Summit Midstream Partners, LP)

Similar Liens and Agreements. The parties hereto agree that, subject to Sections 2.3 and 5.3(c), that it is their intention that that, other than with respect to priority and rights of enforcement as provided herein, the First Lien Collateral and the Second Lien Collateral be identical. In furtherance of the foregoing and of Section 8.128.10, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the First Lien Collateral Administrative Agent or the Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Credit Documents and the Second Lien Loan Credit Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(c), Obligations shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations thereunder.

Appears in 1 contract

Samples: Intercreditor Agreement (American Apparel, Inc)

Similar Liens and Agreements. The parties hereto agree that, subject to Sections 2.3 and 5.3(c), that it is their intention that the First Lien Collateral and the Second Lien Collateral be identicalidentical (except with respect to the Non-Second Lien Collateral). In furtherance of the foregoing and of Section 8.128.9, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the First Lien Collateral Agent or the Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Note Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and Section 5.3(c), shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations thereunder, and other than with respect to the Non-Second Lien Collateral.

Appears in 1 contract

Samples: Intercreditor Agreement (Primus Telecommunications Group Inc)

Similar Liens and Agreements. The parties hereto agree that, subject to Sections Section 2.3 and 5.3(c), it is their intention that the First Lien Collateral and the Second Lien Collateral be identical. In furtherance of the foregoing and of Section 8.128.10, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the First Lien Collateral Agent or the Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(c), shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations thereunder.

Appears in 1 contract

Samples: Credit Agreement (RadNet, Inc.)

Similar Liens and Agreements. The parties hereto agree that, subject to Sections 2.3 and 5.3(c), that it is their intention that the First Lien Collateral and the Second Lien Collateral be identicalidentical with respect to any asset or property of Holdings, the US Company and any domestic subsidiary of the US Company. In furtherance of the foregoing and of Section 8.128.9, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the First Lien Collateral Security Agent or the Second Lien Collateral Security 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(cSection 5.3(d), shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations thereunder.

Appears in 1 contract

Samples: Intercreditor Agreement (Edgen Murray LTD)

Similar Liens and Agreements. The parties hereto agree that, subject to Sections 2.3 and 5.3(c), that it is their intention that the First Lien Collateral and the Second Lien Collateral be identicalsubstantially identical except as set forth in Section 2.3(b). In furtherance of the foregoing and of Section 8.128.9, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the First Lien Collateral Agent or the Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 Section 5.3(c) and 5.3(cthe proviso to Section 2.3(b), shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations thereunder.

Appears in 1 contract

Samples: Intercreditor Agreement (PRETIUM CANADA Co)

Similar Liens and Agreements. The parties hereto agree that, subject to Sections 2.3 and 5.3(c), it is their intention that the First Lien Collateral and the Second Lien Collateral be identical. In furtherance of the foregoing and of Section 8.12, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the any First Lien Collateral Agent or the any Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(c)) and subject to the terms of the Credit Agreement, shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations thereunder.

Appears in 1 contract

Samples: Credit Agreement (Enviva Partners, LP)

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Similar Liens and Agreements. The parties hereto agree that, subject to Sections Section 2.3 and 5.3(c), it is their intention that the First Lien Collateral and the Second Lien Collateral be identical. In furtherance of the foregoing and of Section 8.128.11, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the any First Lien Collateral Agent or the any Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(c), shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations obligations thereunder.

Appears in 1 contract

Samples: Second Lien Intercreditor Agreement (Engility Holdings, Inc.)

Similar Liens and Agreements. The parties hereto (including the Company and the Subsidiary Guarantors) agree that, subject to Sections 2.3 and 5.3(c), that it is their intention that the First Lien Collateral and the Second Lien Collateral be and remain identical. In furtherance of the foregoing and of Section 8.128.10, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the First Lien Collateral Agent or the Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(c), Obligations shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations obligations thereunder.

Appears in 1 contract

Samples: Intercreditor Agreement (Terremark Worldwide Inc)

Similar Liens and Agreements. The parties hereto agree that, subject to Sections 2.3 and 5.3(c), it is their intention that the First Lien Collateral and the Second Lien Collateral be identical. In furtherance of the foregoing and of Section 8.12, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the any First Lien Collateral Agent or the any Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(c), shall be in all material respects the same forms of documents other than with respect to the first lien and the second lien nature of the Obligations thereunder.

Appears in 1 contract

Samples: Credit Agreement (ESH Hospitality, Inc.)

Similar Liens and Agreements. The parties hereto agree that, subject to Sections 2.3 the immediately preceding paragraph and 5.3(c)Declined Liens, it is their intention that the First Lien Collateral and the Second Lien Collateral be identical. In furtherance of the foregoing and of Section 8.128.10, the parties hereto agree, subject to the other provisions of this Agreement: (a) upon request by the First Lien Collateral Agent or the Second Lien 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 First Lien Collateral and the Second Lien Collateral and the steps taken to perfect their respective Liens thereon and the identity of the respective parties obligated under the First Lien Loan Documents and the Second Lien Loan Documents; and (b) that the documents and agreements creating or evidencing the First Lien Collateral and the Second Lien Collateral and guarantees for the First Lien Obligations and the Second Lien Obligations, subject to Sections 2.3 and 5.3(c)Section 2.3, shall be in all material respects the same forms of documents other than with respect to provisions (x) to reflect the first lien and the second lien nature of the Obligations thereunderthereunder and (y) relating to the Equity Rights.

Appears in 1 contract

Samples: Intercreditor Agreement (Nauticus Robotics, Inc.)

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