Form of] FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of [ ], 20[ ] among the Obligors party hereto, The Bank of New York Mellon Trust Company, N.A., as Senior Representative for the Senior Secured Parties, as the Initial Second Priority...First Lien/Second Lien Intercreditor Agreement • November 14th, 2024 • DISH Network CORP • Cable & other pay television services • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT, dated as of [ ], 20[ ] (this “Agreement”), among the Obligors from time to time party hereto, The Bank of New York Mellon Trust Company, N.A. (“BNY”), not in its individual capacity, but solely in its capacity as collateral agent under the Notes Indenture (as defined below), as Representative for the Senior Secured Parties (in such capacity, the “Collateral Agent”), [ ], as Representative for the Initial Second Priority Debt Parties (in such capacity, the “Initial Second Priority Representative”), and each additional Second Priority Representative and Senior Representative that from time to time becomes a party hereto pursuant to Section 8.09.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT among U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Senior Priority Representative for the Super-Priority Secured Parties and Super-Priority Collateral Agent, U.S. BANK TRUST COMPANY, NATIONAL...First Lien/Second Lien Intercreditor Agreement • August 8th, 2024 • Accelerate Diagnostics, Inc • Laboratory analytical instruments • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of August 8, 2024 (as amended, restated, supplemented or modified from time to time, this “Agreement”), among U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Representative for the Super-Priority Secured Parties (in such capacity and together with its successors in such capacity, the “Super-Priority Collateral Agent”), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Representative for the Initial Second Priority Debt Secured Parties (in such capacity and together with its successors in such capacity, the “Initial Second Lien Representative”), and each additional Senior Priority Representative and Second Priority Representative that from time to time becomes a party hereto pursuant to Section 8.09 and acknowledged and agreed to by ACCELERATE DIAGNOSTICS, INC., a Delaware corporation (the “Issuer”), and the other Grantors from time to time party hereto.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of July 1, 2015 between CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as First Lien Facility Agent and Applicable First Lien Agent, and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Second Lien Facility...First Lien/Second Lien Intercreditor Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
This FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT, dated as of July 1, 2015 (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, this “Agreement”), is between CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH (“CS”), in its capacities as the First Lien Facility Agent and the Applicable First Lien Agent, and CS, in its capacities as the Second Lien Facility Agent and the Applicable Second Lien Agent; and is acknowledged and consented to by (a) PRIME SECURITY SERVICES BORROWER, LLC, a Delaware limited liability company (together with its successors in such capacity and as provided in Section 8.18 (Effectiveness of Agreement), the “Company”), and the other Pledgors, (b) each Other First Lien Obligations Agent, for itself and on behalf of the Other First Lien Obligations Secured Parties, that has executed and delivered an applicable Consent and Acknowledgment, and (c) each Other Second Lien Obligations Agent, for itself and on behalf of the Othe
ACKNOWLEDGEMENT OF AND CONSENT TO FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT (Pledgors)First Lien/Second Lien Intercreditor Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services
Each of the Pledgors listed on Annex I hereto has read the First Lien/Second Lien Intercreditor Agreement, dated as of July 1, 2015, between Barclays Bank PLC, in its capacities as First Lien Facility Agent and Applicable First Lien Agent, and Credit Suisse AG, Cayman Islands Branch, in its capacities as Second Lien Facility Agent and Applicable Second Lien Agent (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, the “First Lien/Second Lien Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the First Lien/Second Lien Intercreditor Agreement.
ACKNOWLEDGEMENT OF AND CONSENT TO FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT (Company and the other Pledgors)First Lien/Second Lien Intercreditor Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services
Each of the Company and the other Pledgors has read the First Lien/Second Lien Intercreditor Agreement, dated as of July 1, 2015, between Credit Suisse AG, Cayman Islands Branch (“CS”), in its capacities as First Lien Facility Agent and Applicable First Lien Agent, and CS, in its capacities as Second Lien Facility Agent and Applicable Second Lien Agent (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, the “First Lien/Second Lien Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the First Lien/Second Lien Intercreditor Agreement.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of February 7, 2014 among BARCLAYS BANK PLC, as Credit Agreement Agent and First-Priority Collateral Agent, U.S. BANK NATIONAL ASSOCIATION, as Notes Collateral Agent and Second-Priority...First Lien/Second Lien Intercreditor Agreement • May 15th, 2014 • SFX Entertainment, INC • Services-amusement & recreation services • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of February 7, 2014, among BARCLAYS BANK PLC (“Barclays”), as Credit Agreement Agent and First-Priority Collateral Agent, U.S. BANK NATIONAL ASSOCIATION (“U.S. Bank”), as Notes Collateral Agent and Second-Priority Collateral Agent, SFX Entertainment, Inc. (the “Company”)) and each Subsidiary of the Company listed on Schedule I hereto.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT (Pledgors)First Lien/Second Lien Intercreditor Agreement • March 11th, 2019 • ADT Inc. • Services-detective, guard & armored car services
The Pledgor listed on Annex I hereto has read the First Lien/Second Lien Intercreditor Agreement, dated as of July 1, 2015, between Barclays Bank PLC, in its capacities as First Lien Facility Agent and Applicable First Lien Agent, and Wells Fargo Bank, National Association, in its capacities as Second Lien Facility Agent and Applicable Second Lien Agent (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, the “First Lien/Second Lien Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the First Lien/Second Lien Intercreditor Agreement.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT among REALOGY GROUP LLC, the other Loan Parties party hereto, JPMORGAN CHASE BANK, N.A., as administrative agent and Initial First Lien Priority Representative, THE BANK OF NEW YORK MELLON TRUST COMPANY,...First Lien/Second Lien Intercreditor Agreement • June 17th, 2020 • Realogy Holdings Corp. • Real estate agents & managers (for others) • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT, dated as of June 16, 2020 (as amended, restated, amended and restated, extended, supplemented or otherwise modified from time to time, this “Agreement”) among Realogy Group LLC (the “Borrower”), and each of the other Loan Parties (as defined below) from time to time party hereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the First Lien Priority Secured Parties under the Term Loan B/Revolving Credit Agreement (as each term is defined below) (in such capacity, with its successors and assigns, the “Term Loan B/RC Agent”) and as administrative agent and collateral agent for the First Lien Priority Secured Parties under the Term Loan A Credit Agreement (as defined below) (in such capacity, with its successors and assigns, the “Term Loan A Agent”), The Bank of New York Mellon Trust Company, N.A., as collateral agent for the Second Lien Priority Secured Parties under the Initial Second Lien Priority Indenture (a
First Lien/Second Lien Intercreditor AgreementFirst Lien/Second Lien Intercreditor Agreement • October 31st, 2022 • Terran Orbital Corp • Guided missiles & space vehicles & parts • New York
This FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT is dated as of October 31, 2022 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), and entered into by and among Terran Orbital Corporation (“Terran PubCo” or the “Issuer”), Terran Orbital Operating Corporation (“Terran OpCo”) and certain other subsidiaries of Terran PubCo from time to time party hereto, U.S. Bank Trust Company, National Association, as collateral agent for the LM/BP Notes Secured Parties (as defined below) (in such capacity and together with its successors in such capacity, the “LM/BP Notes Collateral Agent”), Wilmington Savings Fund Society, FSB, as collateral agent
ContractFirst Lien/Second Lien Intercreditor Agreement • November 5th, 2020 • Realogy Group LLC • Real estate agents & managers (for others) • New York
JOINDER NO. 1 dated as of August 28, 2020, (the “Joinder”) to the FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of June 16, 2020 (as amended, restated, supplemented, waived or otherwise modified from time to time, the “Intercreditor Agreement”), among REALOGY GROUP LLC, a Delaware limited liability company (the “Company”), each of the other Loan Parties party thereto from time to time, JPMORGAN CHASE BANK, N.A., as Initial First Lien Priority Representative, THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Initial Second Lien Priority Representative, and each additional First Lien Priority Representative and additional Second Lien Priority Representative from time to time party thereto. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Intercreditor Agreement.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT (Pledgors)First Lien/Second Lien Intercreditor Agreement • March 11th, 2019 • ADT Inc. • Services-detective, guard & armored car services
Each of the Pledgors listed on Annex I hereto has read the First Lien/Second Lien Intercreditor Agreement, dated as of July 1, 2015, between Barclays Bank PLC, in its capacities as First Lien Facility Agent and Applicable First Lien Agent, and Wells Fargo Bank, National Association, in its capacities as Second Lien Facility Agent and Applicable Second Lien Agent (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, the “First Lien/Second Lien Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the First Lien/Second Lien Intercreditor Agreement.
ACKNOWLEDGEMENT OF AND CONSENT TO FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENTFirst Lien/Second Lien Intercreditor Agreement • March 11th, 2019 • ADT Inc. • Services-detective, guard & armored car services
Each of the Pledgors listed on Annex I hereto has read the First Lien/Second Lien Intercreditor Agreement, dated as of July 1, 2015, between Barclays Bank PLC, in its capacities as First Lien Facility Agent and Applicable First Lien Agent, and Wells Fargo Bank, National Association, in its capacities as Second Lien Facility Agent and Applicable Second Lien Agent (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, the “First Lien/Second Lien Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the First Lien/Second Lien Intercreditor Agreement.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of December 21, 2018 among BANK OF MONTREAL, as Revolving Administrative Agent and as Collateral Agent for the Senior Secured Parties, BARCLAYS BANK PLC, as Term Loan Administrative Agent,...First Lien/Second Lien Intercreditor Agreement • December 26th, 2018 • Ultra Petroleum Corp • Crude petroleum & natural gas • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of December 21, 2018 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among BANK OF MONTREAL, as Collateral Agent for the Senior Secured Parties (in such capacity and together with its successors in such capacity, the “First Lien Collateral Agent”) and as Administrative Agent under the First Lien Revolving Credit Agreement (in such capacity and together with its successors in such capacity, the “Revolving Administrative Agent”), BARCLAYS BANK PLC, as Administrative Agent under the First Lien Term Loan Credit Agreement (in such capacity and together with its successors in such capacity, the “Term Loan Administrative Agent”), Wilmington Trust, National Association, as Collateral Agent for the Junior Priority Parties (in such capacity and together with its successors in such capacity, the “Second Lien Collateral Agent”), and acknowledged and agreed to by ULTRA RESOU
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT Among AMC ENTERTAINMENT HOLDINGS, INC., THE OTHER GRANTORS PARTY HERETO, CITICORP NORTH AMERICA, INC., as the Senior Credit Agreement Agent, GLAS TRUST COMPANY LLC, as the 2026 Senior Notes Agent, GLAS...First Lien/Second Lien Intercreditor Agreement • July 31st, 2020 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of July 31, 2020 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among AMC Entertainment Holdings, Inc., a Delaware corporation (the “Borrower”), the other Grantors (as defined below) party hereto, CITICORP NORTH AMERICA, INC., as the Senior Credit Agreement Agent, U.S. BANK NATIONAL ASSOCIATION, as the 2025 Senior Notes Agent, GLAS TRUST COMPANY LLC, as the 2026 Senior Notes Agent, U.S. BANK NATIONAL ASSOCIATION, as the 2026 Additional Senior Notes Agent, U.S. BANK NATIONAL ASSOCIATION, as the Senior Convertible Notes Agent, GLAS TRUST COMPANY LLC, as the Junior Notes Agent, and each Additional Senior Agent and each Additional Junior Agent that from time to time becomes a party hereto pursuant to Section 8.09.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT Among MUVICO, LLC, CENTERTAINMENT DEVELOPMENT, LLC, AMC ENTERTAINMENT HOLDINGS, INC., THE OTHER GRANTORS PARTY HERETO, WILMINGTON SAVINGS FUND SOCIETY, FSB, as the Senior Credit Agreement Agent, GLAS...First Lien/Second Lien Intercreditor Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of July 22, 2024 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among Muvico, LLC a Texas limited liability company (the “Company”), Centertainment Development, LLC, a Delaware limited liability company (“Holdings”), AMC Entertainment Holdings, Inc., a Delaware corporation (“AMC”), the other Grantors (as defined below) party hereto, WILMINGTON SAVINGS FUND SOCIETY, FSB, as the Senior Credit Agreement Agent, GLAS TRUST COMPANY LLC, as the Exchangeable Notes Agent, and each Additional Junior Agent that from time to time becomes a party hereto pursuant to Section 9.09.
AMENDED AND RESTATED FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENTFirst Lien/Second Lien Intercreditor Agreement • November 24th, 2021 • Franchise Group, Inc. • Patent owners & lessors • New York
This FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of November 22, 2021 and entered into by and among JPMORGAN CHASE BANK, N.A., as First Lien Representative for the Initial First Lien Claimholders (as defined below) (in such capacity and together with its successors and assigns from time to time in such capacity “Initial First Lien Representative”), and as collateral agent for the Initial First Lien Claimholders (in such capacity and together with its successors and assigns from time to time in such capacity, the “Initial First Lien Collateral Agent”), ALTER DOMUS (US) LLC, as Second Lien Representative for the Initial Second Lien Claimholders (as defined below) (in such capacity and together with its successors and assigns from time to time in such capacity the “Initial Second Lien Representative”), and as collateral agent for the Initial Second Lien Claimho
ACKNOWLEDGEMENT OF AND CONSENT TO FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENTFirst Lien/Second Lien Intercreditor Agreement • March 11th, 2019 • ADT Inc. • Services-detective, guard & armored car services
The Pledgor listed on Annex I hereto has read the First Lien/Second Lien Intercreditor Agreement, dated as of July 1, 2015, between Barclays Bank PLC, in its capacities as First Lien Facility Agent and Applicable First Lien Agent, and Wells Fargo Bank, National Association, in its capacities as Second Lien Facility Agent and Applicable Second Lien Agent (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, the “First Lien/Second Lien Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the First Lien/Second Lien Intercreditor Agreement.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT among ANYWHERE REAL ESTATE GROUP LLC, the other Loan Parties party hereto, JPMORGAN CHASE BANK, N.A., as administrative agent and Initial First Lien Priority Representative, THE BANK OF NEW YORK MELLON...First Lien/Second Lien Intercreditor Agreement • August 25th, 2023 • Anywhere Real Estate Group LLC • Real estate agents & managers (for others) • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT, dated as of August 24, 2023 (as amended, restated, amended and restated, extended, supplemented or otherwise modified from time to time, this “Agreement”) among Anywhere Real Estate Group LLC (the “Borrower”), and each of the other Loan Parties (as defined below) from time to time party hereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the First Lien Priority Secured Parties under the Term Loan B/Revolving Credit Agreement (as each term is defined below) (in such capacity, with its successors and assigns, the “Term Loan B/RC Agent”) and as administrative agent and collateral agent for the First Lien Priority Secured Parties under the Term Loan A Credit Agreement (as defined below) (in such capacity, with its successors and assigns, the “Term Loan A Agent”), The Bank of New York Mellon Trust Company, N.A., as collateral agent for the Second Lien Priority Secured Parties under the Initial Second Lien Priori
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT among NAUTILUS ACQUISITION HOLDINGS, INC., NAUTILUS MERGER SUB, LLC, and the other Grantors party hereto, GOLDMAN SACHS BANK USA, as Senior Representative for the Credit Agreement Secured Parties, MORGAN...First Lien/Second Lien Intercreditor Agreement • July 17th, 2017 • National Vision Holdings, Inc. • Ophthalmic goods • New York
WHEREAS, pursuant to that certain Agreement and Plan of Merger, dated as of February 6, 2014 (the “Acquisition Agreement”), by and among Holdings, Initial Borrower, the Company and BSR LLC, Holdings will acquire the Company through an acquisition transaction pursuant to the Acquisition Agreement whereby Initial Borrower will merge (the “Merger”) with and into the Company, with the Company surviving the Merger;
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of August 19, 2022 among ALTER DOMUS PRODUCTS CORP., as Exchange Credit Facility Agent for the Exchange Credit Facility Secured Parties, ALTER DOMUS PRODUCTS CORP., as Existing Credit Facility...First Lien/Second Lien Intercreditor Agreement • August 25th, 2022 • Geo Group Inc • Real estate investment trusts • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT, dated as of August 19, 2022 (this “Agreement”), among Alter Domus Products Corp., as Representative for the Exchange Credit Facility Secured Parties (in such capacity and together with its permitted successors in such capacity, the “Exchange Credit Facility Agent”), Alter Domus Products Corp., as Representative for the Existing Credit Facility Secured Parties (in such capacity and together with its permitted successors in such capacity, the “Existing Credit Facility Agent”), Ankura Trust Company, LLC, as Representative for the Second Priority Secured Parties (the “Second Lien Secured Notes Collateral Trustee”), and each additional First Priority Representative and each additional Second Priority Representative that from time to time becomes a party hereto pursuant to Section 8.09, and acknowledged and agreed to by The GEO Group, Inc., a Florida corporation (“GEO”), GEO Corrections Holdings, Inc., a Florida Corporation (“Corrections” and,
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT (Pledgor)First Lien/Second Lien Intercreditor Agreement • March 11th, 2019 • ADT Inc. • Services-detective, guard & armored car services
The Pledgor listed on Annex I hereto has read the First Lien/Second Lien Intercreditor Agreement, dated as of July 1, 2015, between Barclays Bank PLC, in its capacities as First Lien Facility Agent and Applicable First Lien Agent, and Wells Fargo Bank, National Association, in its capacities as Second Lien Facility Agent and Applicable Second Lien Agent (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, the “First Lien/Second Lien Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the First Lien/Second Lien Intercreditor Agreement.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of April 1, 2014 among GYP HOLDINGS III CORP. as Borrower, GYP HOLDINGS II CORP. as Holdings, the other Grantors party hereto, CREDIT SUISSE AG, as Senior Priority Representative for the First...First Lien/Second Lien Intercreditor Agreement • October 6th, 2015 • GMS Inc. • Wholesale-lumber & other construction materials • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of April 1, 2014 (as amended, restated, amended and restated, extended, supplemented or otherwise modified from time to time accordance with the terms hereof, this “Agreement”), among GYP HOLDINGS III CORP., a Delaware corporation (or any successor thereof) (the “Borrower”), GYP HOLDINGS II CORP., a Delaware corporation (or any successor thereof) (“Holdings”), the other Grantors (as defined below) party hereto, CREDIT SUISSE AG (“CS”) as Representative for the First Lien Credit Agreement Secured Parties (in such capacity and together with its successors in such capacity, the “First Lien Administrative Agent”), CS as Representative for the Second Lien Credit Agreement Secured Parties (in such capacity and together with its successors in such capacity, the “Second Lien Administrative Agent”), and each additional Senior Priority Representative and Second Priority Representative that from time to time becomes a party hereto pursuant t
