DIP Term Priority Collateral definition

DIP Term Priority Collateral as defined in the DIP Intercreditor Agreement.
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DIP Term Priority Collateral means all Collateral, including, without limitation, the DIP Term Loan Account (as defined in the DIP ABL Credit Agreement), other than the DIP ABL Priority Collateral; provided, however, that any Collateral, regardless of type, received in connection with a permitted disposition of or otherwise in exchange for DIP Term Priority Collateral pursuant to the terms of the DIP Term Loan Agreement shall be treated as DIP Term Priority Collateral under this Agreement; provided, further, that any Collateral regardless of type received in connection with a permitted disposition of or otherwise in exchange for DIP ABL Priority Collateral pursuant to the terms of the Credit Agreement, shall be treated as DIP ABL Priority Collateral under this Agreement.
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DIP Term Priority Collateral means all DIP Collateral other than DIP ABL Priority Collateral, but including, for the avoidance of doubt, the Foreign Reserve Account, the DIP Term Loan Proceeds Account, and any amounts deposited therein, and Avoidance Action Proceeds.
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Examples of DIP Term Priority Collateral in a sentence

  • The DIP ABL Agent agrees, on behalf of itself and the DIP ABL Lenders, that it will not oppose any sale consented to by the DIP Term Agent of any DIP Term Priority Collateral pursuant to Section 363(f) of the Bankruptcy Code (or any similar provision under the law applicable to any Insolvency Proceeding) so long as the proceeds of such sale are applied in accordance with this Agreement.

  • If such sale of Collateral includes both DIP ABL Priority Collateral and DIP Term Priority Collateral and the Parties are unable to agree on the allocation of the purchase price between the DIP ABL Priority Collateral and DIP Term Priority Collateral, either Party may apply to the court in such Insolvency Proceeding to make a determination of such allocation, and the court’s determination shall be binding upon the Parties.

  • In furtherance thereof, the DIP ABL Agent agrees that it will execute any and all Lien releases or other documents reasonably requested by the DIP Term Agent in connection therewith, so long as the net cash proceeds from such sale or other disposition of such DIP Term Priority Collateral are applied in accordance with the terms of this Agreement.

  • The Debtors shall deposit and hold such amounts in a segregated third-party bank account (in respect of amounts funded by the DIP Term Loan Lenders or from the DIP Term Priority Collateral) and an account at the DIP ABL Agent in trust (in respect ofamounts funded by the DIP ABL Lenders or from the DIP ABL Priority Collateral) to pay such then unpaid Allowed Professional Fees (the “Pre-Carve Out Trigger Notice Reserve”) prior to anyand all other claims.

  • Except to the extent expressly set forth in this Agreement, the DIP ABL Agent, for itself and on behalf of the DIP ABL Lenders, agrees that none of the DIP ABL Agent or the DIP ABL Lenders will take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the DIP Term Agent or any DIP Term Lender under the DIP Term Documents with respect to the DIP Term Priority Collateral.

  • Except to the extent expressly set forth in this Agreement, the DIP ABL Agent, for itself and on behalf of the DIP ABL Lenders, hereby waives any and all rights it or the DIP ABL Lenders may have as a junior lien creditor or otherwise to contest, protest, object to, interfere with the manner in which the DIP Term Agent or any DIP Term Secured Party seeks to enforce its Liens in any DIP Term Priority Collateral.

  • For the purposes of this Final Order, DIP Collateral shall comprise DIP ABL Priority Collateral and DIP Term Priority Collateral.

  • Except to the extent expressly set forth in this Agreement, the DIP ABL Agent, for itself and on behalf of the DIP ABL Lenders, agrees that none of the DIP ABL Agent or the DIP ABL Lenders will take any action that would interfere with any Exercise of Secured Creditor Remedies undertaken by the DIP Term Agent or any DIP NYDOCS02/867883.5 15 Term Secured Party under the DIP Term Documents with respect to the DIP Term Priority Collateral.

  • For the avoidance of doubt, (x) proceeds of the Debtors’ rights under section 506(c) and 550 of the Bankruptcy Code, solely to the extent such rights are enforceable against or relate to DIP ABL Priority Collateral, shall be DIP ABL Priority Collateral, and (y) proceeds of the Debtors’ rights under section 506(c) and 550 of the Bankruptcy Code, solely to the extent such rights are enforceable against or relate to the DIP Term Priority Collateral,shall be DIP Term Priority Collateral.

  • The DIP ABL Agent shall be named as additional insured or loss payee, as applicable, with respect to all insurance policies relating to DIP ABL Priority Collateral and the DIP Term Agent shall be named as additional insured or loss payee, as applicable, with respect to all insurance policies relating to DIP Term Priority Collateral.


More Definitions of DIP Term Priority Collateral

DIP Term Priority Collateral means all Collateral other than Specified Collateral, but including, for the avoidance of doubt, the Foreign Reserve Account, the DIP Proceeds Account, and any amounts deposited therein, and proceeds of Avoidance Action (after the entry of the Final Order).
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DIP Term Priority Collateral means all DIP Collateral other than DIP ABL Priority Collateral, but including, for the avoidance of doubt, the Foreign Reserve Account, the DIP Term Loan Proceeds Account, and any amounts deposited therein, and Avoidance Action Proceeds. “DIP Collateral” means all owned or hereafter acquired, whether first arising prior to or following the Petition Date, assets and property of the Loan Parties (including, without limitation, inventory, accounts receivable, equipment, property, plant, equipment, owned real property, investment property, insurance proceeds, deposit accounts (other than payroll, trust, tax accounts and accounts holding cash collateral backstopping letters of credit, cash management obligations and hedging obligations in connection with the Prepetition ABL Payoff), rights under leases and other contracts, patents, copyrights, trademarks, tradenames, and other intellectual property, and capital stock of subsidiaries) and the proceeds thereof, including, subject to entry of the Final DIP Order, the Avoidance Action Proceeds (as defined herein), but not including the Excluded Assets (as defined herein). For the avoidance of doubt, DIP Collateral shall include a pledge of 100% of equity interests of the direct foreign subsidiaries held by any Loan Party; provided that, for the avoidance of doubt, no foreign subsidiaries shall provide a guarantee or pledge collateral with respect to the DIP Term Loan Facility. “Uniform Commercial Code” means the Uniform Commercial Code or any successor provision thereof as the same may from time to time be in effect in the State of New York or the Uniform Commercial Code or any successor provision thereof (or similar code or statute) of another jurisdiction, to the extent it may be required to apply to any item or items of DIP Collateral. “Excluded Assets” means (a) all claims and causes of action under sections 502(d), 544, 545, 547, 548, 549, and 550 of the Bankruptcy Code (collectively, the “Avoidance Actions”) and, prior to entry of the Final DIP Order, the proceeds of Avoidance Actions (collectively, the “Avoidance Action Proceeds”), provided, that notwithstanding such exclusion of Avoidance Actions, subject to entry of the Final DIP Order, DIP Term Liens shall attach to Avoidance Action Proceeds; (b) leased (not owned) real property; and (c) intent-to-use trademarks, assets subject to enforceable contractual restrictions or statutory prohibitions (subject to customary UCC overrides) and certain other excepti...
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DIP Term Priority Collateral has the meaning given to “Term Loan Priority Collateral” in the DIP Intercreditor Agreement.
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Related to DIP Term Priority Collateral

  • Term Priority Collateral has the meaning set forth in the Intercreditor Agreement.

  • ABL Priority Collateral has the meaning set forth in the Intercreditor Agreement.

  • Priority Collateral means the ABL Priority Collateral or the Term Priority Collateral, as applicable.

  • Notes Priority Collateral has the meaning set forth in the Intercreditor Agreement.

  • Second Priority Collateral means any “Collateral” as defined in any Second Priority Debt Document or any other assets of the Borrower or any other Grantor with respect to which a Lien is granted or purported to be granted pursuant to a Second Priority Collateral Document as security for any Second Priority Debt Obligation.

  • Term Loan Priority Collateral as defined in the Intercreditor Agreement.

  • First Priority Collateral means all assets, whether now owned or hereafter acquired by the Borrower or any other Loan Party, in which a Lien is granted or purported to be granted to any First Priority Secured Party as security for any First Priority Obligation.

  • ABL Collateral means all of the assets and property of any Grantor, whether real, personal or mixed, with respect to which a Lien is granted as security for any ABL Obligations.

  • Second Priority Collateral Documents means the Initial Second Priority Collateral Documents and each of the collateral agreements, security agreements and other instruments and documents executed and delivered by the Borrower or any Grantor for purposes of providing collateral security for any Second Priority Debt Obligation.

  • First Lien Collateral Documents means the “Security Documents” or “Collateral Documents” or similar term (as defined in the applicable First Lien Loan Documents) and any other agreement, document or instrument pursuant to which a Lien is granted securing any First Lien Obligations or pursuant to which any such Lien is perfected.

  • UCC Collateral is defined in Section 3.03.

  • ABL Collateral Documents means all “Security Documents” as defined in the Original ABL Credit Agreement, and all other security agreements, mortgages, deeds of trust and other collateral documents executed and delivered in connection with any ABL Credit Agreement, and any other agreement, document or instrument pursuant to which a Lien is granted securing any ABL Obligations or under which rights or remedies with respect to such Liens are governed, in each case as the same may be amended, supplemented, waived or modified from time to time.

  • ABL Collateral Agent means JPMorgan Chase Bank, N.A., in its capacity as collateral agent for the ABL Facility Secured Parties, together with its successors and permitted assigns under the ABL Facility Agreement and the ABL Facility Collateral Documents.

  • Equity Collateral shall have the meaning set forth in Section 11.6 hereof.

  • Second Lien Collateral Documents means the “Security Documents” or “Collateral Documents” (as defined in the applicable Second Lien Debt Documents) and any other agreement, document or instrument pursuant to which a Lien is granted securing any Second Lien Obligations or pursuant to which any such Lien is perfected.

  • Second Lien Collateral means all “Collateral”, as defined in any Second Lien Document, and any other assets of any Grantor now or at any time hereafter subject to Liens which secure, but only to the extent securing, any Second Lien Obligations.

  • First Lien Collateral means all of the assets and property of any Grantor, whether real, personal or mixed, with respect to which a Lien is granted as security for any First Lien Obligations.

  • Senior Collateral Agent means Citicorp USA, Inc., in its capacity as Senior Collateral Agent under the Senior Collateral Documents, and its successors.

  • First Lien Collateral Agent means the “Collateral Agent” as defined in the First Lien Credit Agreement.

  • Security Agreement Collateral means all "Collateral" as defined in the Security Agreement.

  • Term Loan Collateral means all of the assets of any Grantor, whether real, personal or mixed, upon which a Lien is granted or purported to be granted to any Term Loan Agent under any of the Term Loan Collateral Documents.

  • Senior Collateral means any “Collateral” as defined in any Credit Agreement Loan Document or any other Senior Debt Document or any other assets of the Company or any other Grantor with respect to which a Lien is granted or purported to be granted pursuant to a Senior Collateral Document as security for any Senior Obligations.

  • Second Lien Collateral Agent means the “Collateral Agent” as defined in the Second Lien Credit Agreement.

  • U.S. Collateral means any and all property owned, leased or operated by a Person covered by the U.S. Collateral Documents and any and all other property of any U.S. Loan Party, now existing or hereafter acquired, that may at any time be or become subject to a security interest or Lien in favor of the Administrative Agent to secure the Secured Obligations.

  • Credit Agreement Collateral Agent has the meaning assigned to such term in the introductory paragraph of this Agreement.

  • Prepetition Collateral means the collateral securing the Prepetition BP Secured Claim, including, without limitation, the Posted Collateral.