Common use of When Discharge of Lender Claims Deemed to Not Have Occurred Clause in Contracts

When Discharge of Lender Claims Deemed to Not Have Occurred. If at any time after the Discharge of Lender Claims has occurred Borrower designates any Future First-Lien Credit Facility to be the “Credit Agreement” hereunder, then such Discharge of Lender Claims shall automatically be deemed not to have occurred for all purposes of this Agreement (other than with respect to any actions taken prior to the date of such designation as a result of the occurrence of such first Discharge of Lender Claims), and such Future First-Lien Credit Facility shall automatically be treated as the Credit Agreement for all purposes of this Agreement, including without limitation for purposes of the Lien priorities and rights in respect of Common Collateral set forth herein. Upon receipt of notice of such designation (including the identity of the new First Lien Collateral Agent), the Second Lien Collateral Agent shall promptly deliver at the Guarantor’s sole cost to the First Lien Collateral Agent the Pledged Collateral in its possession or control, together with any necessary endorsements (or otherwise allow such First Lien Collateral Agent to obtain possession or control of such Pledged Collateral). If the Obligations under a Future First-Lien Credit Facility are secured by the Common Collateral that do not also secure the Noteholder Claims, then the Noteholder Claims shall be secured at such time by a second priority Lien on such assets to the same extent provided in the Noteholder Collateral Documents.

When Discharge of Lender Claims Deemed to Not Have Occurred. If at any time after the Discharge of Lender Claims has occurred the Borrower designates any Future First-Lien Credit Facility to be the “"Credit Agreement” " hereunder, then such Discharge of Lender Claims shall automatically be deemed not to have occurred for all purposes of this Agreement (other than with respect to any actions taken prior to the date of such designation as a result of the occurrence of such first Discharge of Lender Claims), and such Future First-Lien Credit Facility shall automatically be treated as the Credit Agreement for all purposes of this Agreement, including without limitation for purposes of the Lien priorities and rights in respect of Common Collateral set forth herein; provided, however, that no designation of any Future First-Lien Credit Facility shall apply retroactively and the Trustee and the Noteholder shall be entitled to retain any collateral proceeds or other payments or property received by them prior to the designation of such Future First-Lien Credit Facility. Upon receipt of notice of such designation (including the identity of the new First Lien Collateral Administrative Agent), the Second Lien Collateral Agent Trustee shall promptly deliver at the Guarantor’s sole cost to the First Lien Collateral Administrative Agent the Pledged Collateral in its possession or control, together with any necessary endorsements (or otherwise allow such First Lien Collateral Administrative Agent to obtain possession or control of such Pledged Collateral). If the Obligations under a Future First-Lien Credit Facility are secured by assets of the Obligors of the type constituting Common Collateral that do not also secure the Noteholder Claims, then the Noteholder Claims Notes shall be secured at such time by a second priority Lien on such assets to the same extent provided in the Noteholder Collateral Documents.

When Discharge of Lender Claims Deemed to Not Have Occurred. If at any time after the Discharge of Lender Claims has occurred Borrower occurred, the Company designates any Future First-Lien Credit Facility to be the “"Credit Agreement” " hereunder, then such Discharge of Lender Claims shall automatically be deemed not to have occurred for all purposes of this Agreement (other than with respect to any actions taken prior to the date of such designation as a result of the occurrence of such first Discharge of Lender Claims), and such Future First-Lien Credit Facility shall automatically be treated as the Credit Agreement for all purposes of this Agreement, including without limitation for purposes of the Lien priorities and rights in respect of Common Collateral set forth herein; provided, however, that no designation of any Future First-Lien Credit Facility shall apply retroactively and the holders of Second Priority Claims shall be entitled to retain any collateral proceeds or other payments or property received by them prior to the designation of such Future First-Lien Credit Facility. Upon receipt of notice of such designation (including the identity of the new First Lien Collateral Administrative Agent), the Second Lien Collateral Agent Trustee shall promptly deliver at the Guarantor’s sole cost to the First Lien Collateral Administrative Agent the Pledged Collateral in its possession or control, together with any necessary endorsements (or otherwise allow such First Lien Collateral Administrative Agent to obtain possession or control of such Pledged Collateral). If the Obligations under a Future First-Lien Credit Facility are secured by assets of the Common Obligors of the type constituting Collateral that do not also secure the Noteholder Claims, then the Noteholder holders of Second Priority Claims shall be secured at such time by a second priority Lien on such assets assets, subject to the same extent provided in the Noteholder Collateral Documentsprovisions of this Agreement.

When Discharge of Lender Claims Deemed to Not Have Occurred. If at any time after the Discharge of Lender Claims has occurred the Borrower designates any Future First-Lien Credit Facility to be the “"Credit Agreement” " hereunder, then such Discharge of Lender Claims shall automatically be deemed not to have occurred for all purposes of this Agreement (other than with respect to any actions taken prior to the date of such designation as a result of the occurrence of such first Discharge of Lender Claims), and such Future First-Lien Credit Facility shall automatically be treated as the Credit Agreement for all purposes of this Agreement, including without limitation for purposes of the Lien priorities and rights in respect of Common Collateral set forth herein. Upon receipt of notice of such designation (including the identity of the new First Lien Collateral Agent), the Second Lien Collateral Agent shall promptly deliver at the Guarantor’s sole cost to the First Lien Collateral Agent the Pledged Collateral in its possession or control, together with any necessary endorsements (or otherwise allow such First Lien Collateral Agent to obtain possession or control of such Pledged Collateral). If the Obligations under a Future First-Lien Credit Facility are secured by assets of the Guarantor of the type constituting Common Collateral that do not also secure the Noteholder Claims, then the Noteholder Claims Senior Secured Notes shall be secured at such time by a second priority Lien on such assets to the same extent provided in the Noteholder Collateral Documents.

When Discharge of Lender Claims Deemed to Not Have Occurred. If at any time after the Discharge of Lender Claims has occurred Borrower the Company designates any Future First-Lien Credit Facility to be the “"Credit Agreement” " hereunder, then such Discharge of Lender Claims shall automatically be deemed not to have occurred for all purposes of this Agreement (other than with respect to any actions taken prior to the date of such designation as a result of the occurrence of such first Discharge of Lender Claims), and such Future First-Lien Credit Facility shall automatically be treated as the Credit Agreement for all purposes of this Agreement, including without limitation for purposes of the Lien priorities and rights in respect of Common Collateral set forth herein; provided, however, that no designation of any Future First-Lien Credit Facility shall apply retroactively and the Trustee and the Noteholders shall be entitled to retain any collateral proceeds or other payments or property received by them prior to the designation of such Future First-Lien Credit Facility. Upon receipt of notice of such designation (including the identity of the new First Lien Collateral Administrative Agent), the Second Lien Collateral Agent Trustee shall promptly deliver at the Guarantor’s sole cost to the First Lien Collateral Administrative Agent the Pledged Collateral in its possession or control, together with any necessary endorsements (or otherwise allow such First Lien Collateral Administrative Agent to obtain possession or control of such Pledged Collateral). If the Obligations under a Future First-Lien Credit Facility are secured by assets of the Obligors of the type constituting Common Collateral that do not also secure the Noteholder Claims, then the Noteholder Claims Notes shall be secured at such time by a second priority Lien on such assets to the same extent provided in the Noteholder Collateral Documents.