Common use of When Discharge of First Lien Obligations Deemed to Not Have Occurred Clause in Contracts

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with the Discharge of First-Lien Obligations, the Borrower enters into any Refinancing of any First-Lien Credit Document evidencing a First-Lien Obligation, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Borrower has entered into a new First-Lien Credit Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Borrower thereafter enters into any Refinancing of any First-Lien Credit Loan Document evidencing a First-Lien ObligationObligation which Refinancing is permitted hereby, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Loan Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Agent under such Refinancing First-Lien Loan Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Borrower has entered into a new First-Lien Credit Loan Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Borrower within 60 days thereafter enters into any Refinancing of any First-Lien Credit Document evidencing a First-Lien ObligationObligation which Refinancing is permitted hereby, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Borrower has entered into a new First-Lien Credit Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Borrower immediately thereafter enters into any Refinancing of any First-Lien Credit Document evidencing a First-Lien Obligation, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing Refinanced First-Lien Credit Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice in writing stating that the Borrower has entered into a new First-Lien Credit Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Parent Borrower or any other Grantor immediately thereafter enters into any Refinancing of any First-Lien Credit Loan Document evidencing a First-Lien ObligationObligation which Refinancing is permitted hereby, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Loan Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Loan Documents shall be the U.S. First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Parent Borrower or any other Grantor has entered into a new First-Lien Credit Loan Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Parent Borrower or any other Grantor or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Borrower Company contemporaneously therewith enters into any Refinancing of any First-Lien Credit Document evidencing a First-Lien Obligation, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Borrower Company has entered into a new First-Lien Credit Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower Grantors or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent identical in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Borrower immediately thereafter or contemporaneously therewith enters into any Refinancing of any First-Lien Credit Document evidencing a First-Lien ObligationObligation which Refinancing is permitted hereby, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, the Second-Lien Note Documents and the Security Documents, and the obligations under such Refinancing First-Lien Credit Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, the Second-Lien Note Documents and the Security Documents, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement, the Second-Lien Note Documents and the Security Documents. Upon receipt of a notice stating that the Borrower has entered into a new First-Lien Credit Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent Trustee shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with the Discharge of First-First Lien Obligations, the Borrower thereafter enters into any a Refinancing of any First-First Lien Credit Document evidencing a First-Lien ObligationLoan Document, in each case, which Refinancing is permitted by the terms hereunder, then such Discharge of First-First Lien Obligations shall automatically be deemed not to have occurred for all purposes of this AgreementAgreement (other than with respect to any actions taken as a result of the occurrence of such first Discharge of First Lien Obligations) and, from and after the date on which the New First Lien Debt Notice is delivered to the Second Lien Collateral Agent (if any), the obligations under such Refinancing First-of the relevant First Lien Credit Document shall automatically be treated as First-First Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent First Lien Collateral Agent under such First-the new First Lien Credit Documents shall be the First-First Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice (the “New First Lien Debt Notice”) stating that the Borrower has entered into a new First-Lien Credit Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance with the terms of this Agreement.First Lien

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Parent Borrower or any other Grantor immediately thereafter enters into any Refinancing of any First-Lien Credit Loan Document evidencing a First-Lien ObligationObligation which Refinancing is permitted hereby, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Loan Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Loan Documents shall be the U.S. First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Parent Borrower or any other Grantor has entered into a new First-Lien Credit Loan Document (which notice shall include the identity of the new agent, such agent, the “"New Agent”"), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Parent Borrower or any other Grantor or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Borrower thereafter enters into any Refinancing of any First-Lien Credit Loan Document evidencing a First-Lien ObligationObligation which Refinancing is permitted hereby, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Loan Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Loan Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Borrower has entered into a new First-Lien Credit Loan Document (which notice shall include the identity of the new agent, such agent, the “"New Agent”"), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with the Discharge of First-Lien Obligations, the Borrower enters into Obligations occurs contemporaneously with any Refinancing of any the First-Lien Credit Document evidencing a First-Lien ObligationObligations, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such the First-Lien Credit Documents evidencing or relating to such Refinancing shall be the First-Lien Collateral Agent for all purposes of this AgreementAgreement (and, if there is no agent relating to such Refinancing, any lender, bank, or financial institution holding any obligations thereunder shall be deemed First Lien Agent for all purposes hereunder). Upon receipt of a notice in writing stating that the Borrower has entered into a new Refinancing of the First-Lien Credit Document Obligations (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly promptly, at Borrower’s sole cost and expense, enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Borrower immediately thereafter enters into any Refinancing of any First-Lien Credit Document evidencing a First-Lien ObligationObligation which Refinancing is permitted hereby, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Borrower has entered into a new First-Lien Credit Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. (a) If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsLoan Document Obligations has occurred, one or more of the Borrower Borrowers immediately thereafter enters into any Refinancing of any First-Lien Credit Loan Document evidencing a First-Lien ObligationLoan Document Obligation which Refinancing is permitted hereby, then such Discharge of First-Lien Loan Document Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Loan Document shall automatically be treated as First-Lien Loan Document Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Loan Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the each Borrower has entered into a new First-Lien Credit Loan Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower Borrowers or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.

When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with at any time after the Discharge of First-Lien ObligationsObligations has occurred, the Borrower thereafter enters into any Refinancing of any First-Lien Credit Loan Document evidencing a First-Lien ObligationObligation which Refinancing is permitted hereby, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Loan Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Loan Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Borrower has entered into a new First-Lien Credit Loan Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance all material respects with the terms of this Agreement.