Additional Second Lien Debt means any Indebtedness and guarantees thereof that is incurred, issued or guaranteed by the Borrower and/or any Grantor (and not guaranteed by any Subsidiary that is not a Guarantor) after the date of this Agreement (other than the Initial Second Lien Debt) and documented in the applicable Additional First Lien Documents, which Indebtedness and guarantees are secured by the Second Lien Collateral (or a portion thereof) on a pari passu basis with the Initial Second Lien Debt (and which are not secured by Liens on the assets of the Borrower or any other Grantor other than the Second Lien Collateral or which are not included in the First Lien Collateral); provided, however, that with respect to any such Indebtedness (i) such Indebtedness is permitted to be incurred, secured and guaranteed on such basis by this Agreement and by each First Lien Document and Second Lien Document in effect at the time of such incurrence, (ii) unless already a party with respect to that Series of Additional Second Lien Debt, the Second Lien Representative for the holders of such Indebtedness shall have become party to (A) this Agreement pursuant to, and by satisfying the conditions set forth in, Section 8.7 hereof and (B) the Second Lien Pari Passu Intercreditor Agreement in accordance with the terms thereof; provided, that, if such Indebtedness will be the initial Additional Second Lien Debt incurred by the Borrower or any other Grantor after the date hereof, then the Grantors, the Initial Second Lien Representative and the Second Lien Representative for such Indebtedness shall have executed and delivered the Second Lien Pari Passu Intercreditor Agreement and (iii) each of the other applicable requirements of Section 8.7 shall have been complied with. Additional Second Lien Debt shall include any Registered Equivalent Notes and guarantees thereof by the Grantors issued in exchange therefor. For avoidance of doubt, Indebtedness under a Replacement Second Lien Credit Agreement shall not constitute Additional Second Lien Debt.
Additional Second Lien Debt means any Debt and guarantees thereof that is incurred, issued or guaranteed by the Company and/or any Guarantor other than the Initial Second Lien Debt, which Debt and guarantees are secured by the Second Lien Collateral (or a portion thereof) on a basis junior to the First Lien Obligations, and will include the Debt incurred, issued and guaranteed by the Company and/or any Guarantor under the Notes Documents; provided, however, that with respect to any such Debt incurred after the Issue Date (i) the Consolidated Secured Net Debt Ratio of the Company and its Restricted Subsidiaries would be less than or equal to 4.50 to 1.00, determined on a Pro Forma Basis but without netting the cash proceeds of any such Additional Second Lien Debt to the extent not applied in such Pro Forma Basis determination, (ii) such Debt is permitted to be incurred, secured and guaranteed on such basis by each First Lien Loan Document and Second Lien Debt Document, (iii) unless already a party with respect to that Series of Additional Second Lien Debt, each of the Second Lien Representative and the Second Lien Collateral Agent for the holders of such Debt shall have become party to (A) the Intercreditor Agreement and by satisfying the conditions to becoming a party thereto set forth therein and (B) the Second Lien Pari Passu Intercreditor Agreement pursuant to and by satisfying the conditions to becoming a party thereto set forth therein; and (iv) each of the other requirements of the Intercreditor Agreements shall have been complied with. The requirements of the Intercreditor Agreements shall be tested only as of (x) the date of execution of such joinder agreement by the applicable Additional Second Lien Collateral Agent and Additional Second Lien Representative if the Debt in incurred pursuant to a commitment entered into at the time of such joinder agreement, and (y) with respect to any later commitment or amendment to those terms to permit such Debt, as of the date of such commitment and/or amendment, in each case, assuming such commitments are fully drawn as of such date. Additional Second Lien Debt shall include any Registered Equivalent Notes and guarantees thereof by the Guarantors issued in exchange therefor.
Additional Second Lien Debt as defined in the Second Lien Notes Indenture (as in effect on the Closing Date and regardless whether then in effect).
Examples of Additional Second Lien Debt in a sentence
To the extent, but only to the extent, permitted by the provisions of the First Lien Loan Documents and the Second Lien Debt Documents in effect at the time of such incurrence, any Grantor may incur or issue and sell one or more series or classes of Additional First Lien Debt and one or more series or classes of Additional Second Lien Debt.
The Intercreditor Agreement shall be in full force and effect, no party thereto shall be in breach of any of the provisions thereof and the New Notes shall have been designated as and shall in all respects constitute Additional Second Lien Debt subject to the terms of the Intercreditor Agreement as Additional Second Lien Debt.
To the extent, but only to the extent, permitted by the provisions of the First Lien Loan Documents and the Second Lien Note Documents, any Grantor may incur or issue and sell one or more series or classes of Additional First Lien Debt and one or more series or classes of Additional Second Lien Debt.
Each of the Lenders hereby acknowledges that the Debt evidenced by the Senior Secured Mirror Notes shall be treated as Additional Second Lien Debt pursuant to the Intercreditor Agreement.
Associated and its domestic Subsidiaries may incur Additional Second Lien Debt (as defined below) and it is the intention of the parties hereto that such Additional Second Lien Debt, upon the execution and delivery of a counterpart of this Agreement and of a Lien Sharing Confirmation (as defined below) by the Additional Second Lien Agent (as defined below) therefor, shall be secured by the Lien of the Second Lien Collateral Agent on the Second Lien Collateral, and be subject to the terms of this Agreement.
More Definitions of Additional Second Lien Debt
Additional Second Lien Debt means Indebtedness incurred under Section 10.08(b)(i) of the Indenture that is to be equally and ratably secured with any other Second Lien Obligation; provided that (a) such Indebtedness has been designated by the Company in an Officers’ Certificate delivered to the Second Lien Agents as “Second Lien Debt” for the purposes of this Agreement which certificate shall include a certification by an officer of the Company that such Additional Second Lien Obligations are Additional Second Lien Obligations permitted to be so incurred in accordance with each of the First Lien Documents and each of the Second Lien Documents, (b) any agent, trustee or representative of the holders of the Second Lien Obligations related to such Second Lien Debt shall have become a party to this Agreement pursuant to Section 25(d) and (c) to the extent the Intercreditor Agreement is in existence at such time, any agent, trustee or representative of the holders of the Second Lien Obligations related to such Second Lien Debt has become a party to the Intercreditor Agreement pursuant to Section 8.22 thereof.
Additional Second Lien Debt means any Indebtedness that is issued or guaranteed by any Grantor (other than Indebtedness and guarantees constituting Second Lien Securities Purchase Agreement Secured Obligations) which Indebtedness and guarantees are secured by the Second Lien Collateral (or a portion thereof) on a junior basis to the First Lien Secured Obligations; provided, however, that (i) such Indebtedness is permitted to be incurred, secured and guaranteed on such junior basis by this Agreement and by the relevant First Lien Loan Documents and the relevant Second Lien Note Documents in effect at the time of such incurrence and (ii) the Second Lien Representative for the holders of such Indebtedness shall have become party to: (A) this Agreement pursuant to, and by satisfying the conditions set forth in, Section 9.04 hereof and (B) the Second Lien Parity Intercreditor Agreement pursuant to, and by satisfying the conditions set forth therein; provided, further, that, if such Indebtedness will be the initial Additional Second Lien Debt incurred by a Grantor after the date hereof, then the Grantors, the Second Lien Agent and the Second Lien Representative for such Indebtedness shall have executed and delivered the Second Lien Parity Intercreditor Agreement. Additional Second Lien Debt shall include any Registered Equivalent Notes and guarantees thereof by the Grantors issued in exchange therefor.
Additional Second Lien Debt means Indebtedness described in clause (b) of the definition of “Permitted Second Lien Debt”.
Additional Second Lien Debt or “Notes Refinancing Debt” (in each case as defined in the Second Lien Notes Indenture) or similar terms used in any Replacement Second Lien Debt Agreement or Additional Second Lien Debt Facility, in each case without notice to, or the consent of, the First Lien Credit Agreement Administrative Agent or any First Lien Secured Party and (ii) notice of such amendment, waiver supplement, modification or consent shall be given to the First Lien Credit Agreement Administrative Agent no later than 30 days after its effectiveness; provided that the failure to give such notice shall not affect the effectiveness and validity thereof.
Additional Second Lien Debt means Indebtedness for borrowed money of the Borrower secured on a pari passu basis with the “Obligations” (as defined in the Second Lien Credit Agreement), so long as such Indebtedness constitutes [Additional Second Lien Debt] under (and as defined in) the Intercreditor Agreement and such Indebtedness satisfies the applicable Additional Debt Requirements.
Additional Second Lien Debt means any Indebtedness and guarantees thereof that is incurred, issued or guaranteed by the Company and/or any Grantor pursuant to the Second Lien Indenture, which Indebtedness and guarantees are secured by the Second Lien Collateral (or a portion thereof) on a basis junior to the First Lien Obligations; provided, however, that with respect to any such Indebtedness incurred after the date hereof (i) such Indebtedness is permitted to be incurred, secured and guaranteed on such basis by each First Lien Loan Document and Second Lien Document; (ii) the Initial Second Lien Collateral Agent shall have become party to this Agreement pursuant to, and by satisfying the conditions set forth in, Section 8.20; and (iii) each of the other requirements of Section 8.20 shall have been complied with. The requirements of clause (i) above and clause (2)(C) of Section 8.20(b) shall be tested only as of the date of execution of such Joinder Agreement by the Initial Second Lien Collateral Agent.
Additional Second Lien Debt has the meaning assigned in Section 5.3(f).