Additional Second Lien Indebtedness definition

Additional Second Lien Indebtedness means Indebtedness of the Borrower or any Restricted Subsidiary secured by Liens on the Collateral junior to those created under the Collateral Documents; provided, that, (a) no Default or Event of Default shall have occurred and be continuing at the time of incurrence of such Indebtedness or would result therefrom, (b) such Indebtedness has a maturity date that is at least ninety-one (91) days after the Latest Maturity Date (and the terms of such Indebtedness shall not provide for any scheduled repayment, mandatory redemption or sinking fund obligations prior to the date that is ninety-one (91) days after the Latest Maturity Date (other than customary offers to repurchase upon a change of control, asset sale or casualty event and customary acceleration rights after an event of default)), (c) such Indebtedness is subject to an intercreditor agreement in form and substance acceptable to the Administrative Agent and the holder(s) of such Indebtedness (or any duly authorized trustee or other representative for such holder(s)) shall have executed such intercreditor agreement, (d) none of the security for such Indebtedness shall consist of assets that are not Collateral and the security agreements relating to such Indebtedness shall be in form and substance substantially the same as the applicable Collateral Documents (with such differences as are reasonably satisfactory to the Administrative Agent), (e) none of the obligors or guarantors with respect to such Indebtedness shall be a Person that is not a Loan Party, (f) the terms and conditions of such Indebtedness (including, without limitation, financial covenants, affirmative covenants, negative covenants, representations and warranties and defaults) are customary for similar Indebtedness in light of then-prevailing market conditions and in any event, when taken as a whole (other than interest rate and redemption premiums), are no more restrictive to the Borrower and its Restricted Subsidiaries than the terms and conditions set forth in the Loan Documents, and (g) the Borrower shall have delivered to the Administrative Agent a Pro Forma Compliance Certificate demonstrating that, upon giving Pro Forma Effect to the incurrence of such Indebtedness (after giving effect to any Permitted Acquisition consummated in connection with the incurrence of such Indebtedness and assuming for such purposes that such Indebtedness is fully drawn), (i) the Consolidated Net Leverage Ratio is at least 0.25 to 1.0 less than the ra...

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Additional Second Lien Indebtedness means Indebtedness of any Loan Party (other than the Mexican Loan Parties) that is secured on a junior basis to the Obligations, the terms of which (including, without limitation, payment terms, interest rates, covenants, remedies, defaults and other material terms) are satisfactory to the Agents and the Required Lenders and which is subject to an intercreditor agreement in form and substance satisfactory to the Agents and the Required Lenders.

Additional Second Lien Indebtedness means any additional Debt that is secured by Liens on the Collateral that are pari passu with the Liens securing the Second Lien Notes and is permitted to be incurred pursuant to Section 3.05; provided that with respect to such additional Debt (i) the representative of the holders of such Debt executes a joinder agreement to the applicable collateral documents in respect of the Second Lien Notes, in each case in the form attached thereto, agreeing to be bound thereby and (iii) the Company has designated such Debt as “Additional Second Lien Indebtedness” thereunder.

Examples of Additional Second Lien Indebtedness in a sentence

This Designation is being executed and delivered in order to designate Additional Second Lien Indebtedness (as defined in the 2021 Indenture) entitled to the benefit of and subject to the terms of the Intercreditor Agreement.
If any of First Lien Nexstar Agent, First Lien Mission Agent or Second Lien Agent resigns or is replaced pursuant to the First Lien Nexstar Credit Agreement, First Lien Mission Credit Agreement or Second Lien Notes Indenture or Permitted Additional Second Lien Indebtedness Document, as applicable, its successor will be a party to this Agreement with all the rights, and subject to all the obligations of this Agreement.
This Designation is being executed and delivered in order to designate Additional Second Lien Indebtedness (as defined in the 2024 Indenture) entitled to the benefit of and subject to the terms of the Intercreditor Agreement.
Amend or modify, or permit the amendment or modification of, any document governing (a) any Additional Unsecured Indebtedness, any Additional Second Lien Indebtedness, or any Permitted Incremental Equivalent Debt, if any, in each case in any manner that violates the applicable intercreditor or subordination agreement for such Indebtedness or (b) any document governing any Accounts Receivable Program in any manner that is adverse in any material respect to the interests of the Lenders.
Amend or modify, or permit the amendment or modification of, any provision of any Senior Note Documents, any document governing any Additional Unsecured Indebtedness or any Additional Second Lien Indebtedness or any document governing any Accounts Receivable Program, in each case in any manner that is adverse in any material respect to the interests of the Lenders.

More Definitions of Additional Second Lien Indebtedness

Additional Second Lien Indebtedness means Indebtedness of any Loan Party (other than the Mexican Loan Party) that is secured on a pari passu basis to the Obligations; the terms of which (including, without limitation, payment terms, interest rates, covenants, remedies, defaults and other material terms) are satisfactory to the Agents (as defined in the New Senior Credit Agreement) and the Required Lenders (as defined in the New Senior Credit Agreement).

Additional Second Lien Indebtedness means Indebtedness of the Borrower and/or its Subsidiaries subject to the following conditions: (a) the aggregate principal amount of such Indebtedness shall not exceed an amount such that after giving effect to such Indebtedness on a pro forma basis, the Secured Leverage Ratio does not exceed 3.75 to 1.00, (b) the holder (or collateral agent) in respect of such Indebtedness shall have executed an Intercreditor Agreement, (c) such Indebtedness shall not be scheduled to mature prior to the date that is ninety (90) days after the Maturity Date and such Indebtedness shall not be subject to any scheduled amortization prior to such date unless the Administrative Agent has otherwise consented in writing, (d) the Credit Parties shall have delivered a certificate (including reasonably detailed supporting calculations related to the matters set forth in such certificate) of a Responsible Officer to the Administrative Agent to the effect that, after giving effect to such Indebtedness (and any Permitted Acquisition consummated in connection with the incurrence of such Indebtedness) on a pro forma basis, the Credit Parties are in compliance with each of the financial covenants set forth in Section 5.9, (e) no Default or Event of Default shall have occurred and be continuing at the time such Indebtedness is incurred, (f) the terms and conditions of such Indebtedness (including, without limitation, financial covenants, affirmative covenants, negative covenants, representations and warranties and defaults) are customary for similar Indebtedness in light of then-prevailing market conditions and in any event, when taken as a whole (other than interest rate and redemption premiums), are no more restrictive to the Borrower and the Restricted Subsidiaries than the terms and conditions set forth in the Credit Documents and (g) upon the Administrative Agent’s receipt of a certificate of a Responsible Officer of the Borrower in form and substance reasonably satisfactory to the Administrative Agent at least five Business Days prior to the incurrence of such Indebtedness, together with a reasonably detailed description of the material terms and conditions of such Indebtedness or drafts of the documentation relating thereto, stating that the Borrower has determined in good faith that such terms and conditions satisfy the requirements set out in the foregoing clause (f) (which certificate may be included as part of the certificate required to be delivered pursuant to the foregoing c...

Additional Second Lien Indebtedness shall have the meaning provided in Section 10.04(xiv).

Additional Second Lien Indebtedness means Indebtedness that was incurred in compliance with Section 5.7 that represents Second Lien Obligations.

Additional Second Lien Indebtedness means Indebtedness or Obligations of one or more of the Grantors (other than Second Lien Claims contemplated by clause (i) of the definition of “Second Lien Claims”) that is to be secured by the Second Priority Collateral (or any portion thereof) on a pari passu basis (but without regard to control of remedies, other than as provided by the terms of the applicable Second Priority Documents) or second (or other junior) priority basis with the other Second Priority Claims and which is so designated by the Parent at the time of incurrence thereof as Additional Second Lien Indebtedness hereunder; provided, however, that (i) as of the date of incurring such Indebtedness or Obligations, it is permitted to be incurred, secured and guaranteed on such basis by the then existing Senior Documents and Second Priority Documents and (ii) any agent or trustee for the holders of such Indebtedness or Obligations shall have become party to this Agreement as a Second Priority Agent or, in the absence of such agent or trustee, such holders shall have become party to this Agreement, in each case pursuant to, and by satisfying the conditions set forth in, Section 8.3(c) hereof.