First Lien Credit Facility Agent definition
Examples of First Lien Credit Facility Agent in a sentence
Without lim- iting the generality of the foregoing or of the other provisions of this Agreement, in seeking specific per- formance in any Insolvency Proceeding, the First Lien Credit Facility Agent may seek such or any other relief as if it were the “holder” of the claims of the Notes Claimholders under Section 1126(a) of the Bankruptcy Code or other applicable law or otherwise had been granted an irrevocable power of attorney by the Notes Claimholders.
The Notes Collateral Agent shall provide written notice to the First Lien Credit Facility Agent of the Discharge of Notes Obligations and the First Lien Credit Facility Agent shall provide written notice to the Notes Collateral Agent of the Discharge of First Lien Obligations.
Consistent with, but not in limitation of, the preceding sentence, the First Lien Credit Facility Agent and the Notes Collateral Agent, on behalf of the applicable Claimholders, irrevocably acknowledges that this Agreement constitutes a “subordination agreement” within the meaning of both New York law and Section 510(a) of the Bankruptcy Code.
In any Insolvency Proceeding under the Bank- ruptcy Code involving a Grantor, the Notes Collateral Agent shall not object to, oppose, support any ob- jection, or take any other action to impede, the right of the First Lien Credit Facility Agent to make an election under Section 1111(b)(2) of the Bankruptcy Code.
The Notes Collateral Agent and each Claimholder hereby irrevocably waive any defense based on the adequacy of a remedy at law and any other defense which might be asserted to bar the remedy of specific performance in any action which may be brought by the First Lien Credit Facility Agent or the First Lien Credit Facility Claimholders.
Any payments or dis- tributions in cash, property or other assets received by the Notes Collateral Agent or the Notes Claim- holders that are paid over to the First Lien Credit Facility Agent or the First Lien Credit Facility Claim- holders pursuant to this Agreement shall not reduce any of the Notes Obligations.
The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the First Lien Credit Facility Agent and the First Lien Credit Facility Claimholders on the one hand and the Notes Collateral Agent and the Notes Claimholders on the other hand.
The First Lien Credit Facility Agent and the First Lien Credit Facility Claimholders shall have no duty to ad- vise the Notes Collateral Agent and the Notes Claimholders of information known to it or them regarding such condition or any such circumstances or otherwise.
The First Lien Credit Facility Agent, on behalf of the First Lien Credit Facility Claimholders, acknowledges and agrees that the Notes Collateral Agent has not made an express or implied representation or warranty, including with respect to the execution, validity, legali- ty, completeness, collectibility, or enforceability of any of the Notes Documents, the ownership by any Grantor of any Collateral, or the perfection or priority of any Liens thereon.
Nothing in this Agreement shall impair, as between the Grantors and the First Lien Credit Facility Agent and the First Lien Credit Facility Claimholders, or as between the Gran- tors and the Notes Collateral Agent and the Notes Claimholders, the obligations of the Grantors to pay principal, interest, fees and other amounts as provided in the First Lien Credit Facility Documents and the Notes Documents, respectively.