Noteholder Intercreditor Agreement definition

Noteholder Intercreditor Agreement means that certain Noteholder Intercreditor Agreement, dated as of October 25, 2002, between the holders of the 2002 Senior Secured Fund Notes, The 1818 Mezzanine Fund II, L.P., in its capacity as collateral agent for such holders, and the Agent on behalf of itself and the Banks.
Sample 1
Noteholder Intercreditor Agreement means the Collateral Trust and Intercreditor Agreement dated as of June 12, 2009 among the Borrower, the other grantors party thereto, The Bank of New York Mellon Trust Company, N.A., as Collateral Trustee, the Administrative Agent and The Bank of New York Mellon Trust Company, N.A., as Initial Additional Authorized Representative.
Sample 1
Noteholder Intercreditor Agreement. Material Recovery Event," "Net Cash Proceeds," "Note Purchase Agreement," "Restated Revolving Credit Notes," "Revolving Credit Notes," and "2002 Senior Secured Fund Notes" to be inserted into Article I in appropriate alphabetical order and (ii) amending the definitions of "Applicable Commitment Fee Rate," "Applicable Margin," "Change in Control" and "Commitment Period," to read as follows:
Sample 1

Examples of Noteholder Intercreditor Agreement in a sentence

  • The Noteholder Intercreditor Agreement shall have been supplemented to make certain clarifications in form and substance reasonably satisfactory to the Agent.

  • The Noteholder Intercreditor Agreement is attempted to be revoked by any holder of the 2002 Junior Secured Fund Notes or any collateral agent thereof or is otherwise asserted to be invalid or unenforceable by the Company or any holder of the 2002 Junior Secured Fund Notes or any collateral agent thereof, or any such party asserts the invalidity or unenforceability of the Debt in connection with its rights under the Noteholder Intercreditor Agreement.

  • No person other than the Collateral Agent has control or possession of all or any part of the Collateral, except as permitted by the Loan Agreements, the Other Documents and the Noteholder Intercreditor Agreement.

  • Each Grantor has fee simple title to, or a valid leasehold interest in, all its real property, and good title to, or a valid leasehold interest in, all its Collateral, and none of such property is subject to any Lien, claim, option or right of others, except for the security interest granted to the Collateral Agent for the ratable benefit of the Secured Parties and Liens expressly permitted under the Loan Agreements, the Other Documents and the Noteholder Intercreditor Agreement.

  • The Note Purchase Agreement, the 2002 Senior Secured Fund Notes and the other Junior Credit Document (as defined in the Noteholder Intercreditor Agreement) shall have been executed in the form delivered to the Agent by the Borrower simultaneously herewith.

  • To evidence the continuing effectiveness of the Bank Group/Senior Noteholder Intercreditor Agreement, as a condition precedent to the Effective Date there shall have been delivered to the Administrative Agent the Reaffirmation of Intercreditor Agreement.

  • The undersigned Lenders hereby (i) consent to the terms of the Noteholder Intercreditor Agreement and agree to be bound thereby, and (ii) authorize and instruct the Administrative Agent to (A) enter into the Noteholder Intercreditor Agreement on behalf of the Lenders, and (B) take all actions and execute all documents required or deemed advisable by the Administrative Agent in connection therewith.

  • The terms of the Noteholder Intercreditor Agreement shall be binding on all Lenders, and their successors and assigns.

  • Pursuant to the terms of the Noteholder Intercreditor Agreement, in the event of any conflict between the terms of the Noteholder Intercreditor Agreement SECOND AMENDMENT TO TERM LOAN CREDIT AGREEMENT and any of the Loan Documents, the provisions of the Noteholder Intercreditor Agreement shall govern and control.

  • Notwithstanding anything herein or in any Loan Document to the contrary, the Liens and security interests securing the Obligations and the exercise of any right or remedy by the Administrative Agent or the Collateral Trustee pursuant to the Loan Documents will be subject to (i) the provisions of the Noteholder Intercreditor Agreement, and (ii) the provisions of the Intercreditor Agreement as amended pursuant to Section 4(b) of this Amendment.


More Definitions of Noteholder Intercreditor Agreement

Noteholder Intercreditor Agreement means that certain Amended and Restated Intercreditor Agreement, dated as of the Closing Date, by and among Manufacturers and Traders Trust Company and the Notes Collateral Agent, as acknowledged by the Loan Parties, to which Collateral Agent has joined in accordance with the terms thereof.
Sample 1
Noteholder Intercreditor Agreement means a Collateral Trust and Intercreditor Agreement entered into by the Administrative Agent pursuant to clause (x) of Section 7.01(o), substantially in the form of Annex A to the Second Amendment to Term Loan Credit Agreement dated as of May 29, 2009, with such changes as may be acceptable to the Administrative Agent.”
Sample 1
Noteholder Intercreditor Agreement. Maturity Date," "Material Recovery Event," "Net Cash Proceeds," "Note Purchase Agreement," and "2002 Senior Secured Fund Notes" to be inserted into Article I in appropriate alphabetical order and (ii) amending the definitions of "Applicable Margin" and "Change of Control" to read as follows:
Sample 1

Related to Noteholder Intercreditor Agreement

  • Other Intercreditor Agreement an intercreditor agreement in form and substance reasonably satisfactory to the Borrower and the Collateral Agent.

  • Intercreditor Agreement means the Intercreditor Agreement dated as of the Issue Date (and as may be amended, restated, amended and restated, supplemented or otherwise modified from time to time), between, among others, the Company, the Guarantors, the Trustee, the Collateral Agent, and each additional authorized representative and collateral agent from time to time party thereto.

  • ABL Intercreditor Agreement means the intercreditor agreement dated as of the Closing Date among the Administrative Agent, the ABL Agent and the Loan Parties, substantially in the form attached as Exhibit L hereto or any other intercreditor agreement among the ABL Agent, one or more Senior Representatives of Permitted First Priority Refinancing Debt or Permitted Junior Priority Refinancing Debt and the Administrative Agent on terms that are no less favorable in any material respect to the Secured Parties as those contained in the form attached as Exhibit L hereto.

  • First Lien Intercreditor Agreement means an Intercreditor Agreement substantially in the form of Exhibit L among the Administrative Agent, the Collateral Agent and the representatives for purposes thereof for any other First Lien Secured Parties, with such changes thereto as may be reasonably acceptable to the Administrative Agent; provided that such changes are not materially adverse to the Lenders.

  • Second Lien Intercreditor Agreement means a “junior lien” Intercreditor Agreement, which shall be in form and substance reasonably satisfactory to the Administrative Agent, among the Administrative Agent and one or more Designated Representatives for holders of Alternative Incremental Facility Indebtedness or Permitted Junior Secured Refinancing Debt.

  • Existing Intercreditor Agreement means the existing intercreditor agreement dated 11 May 2007 (as amended by a letter dated 21 June 2007 and a further letter dated 29 June 2007, as amended and restated on 5 November 2009 and as further amended on 5 November 2010) between, inter alia, Beverage Packaging Holdings (Luxembourg) I S.A., Rank Group Holdings Limited (now Xxxxxxxx Group Holdings Limited), Beverage Packaging Holdings (Luxembourg) II S.A., Beverage Packaging Holdings (Luxembourg) III S.à x.x., Credit Suisse AG (formerly Credit Suisse) as security trustee and others.

  • Customary Intercreditor Agreement means (a) to the extent executed in connection with the incurrence of Indebtedness secured by Liens on the Collateral which are intended to rank equal in priority to the Liens on the Collateral securing the Secured Obligations (but without regard to the control of remedies) at the option of the Borrower, either (i) an intercreditor agreement substantially in the form of the Pari Passu Intercreditor Agreement (with such modifications as may be necessary or appropriate in light of prevailing market conditions and reasonably acceptable to the Term Administrative Agent) or (ii) a customary intercreditor agreement in form and substance reasonably acceptable to the Term Administrative Agent and the Borrower, which agreement shall provide that the Liens on the Collateral securing such Indebtedness shall rank equal in priority to the Liens on the Collateral securing the Secured Obligations (but without regard to the control of remedies) and (b) to the extent executed in connection with the incurrence of Indebtedness secured by Liens on the Collateral which are intended to rank junior to the Liens on the Collateral securing the Secured Obligations, at the option of the Borrower, either (i) an intercreditor agreement substantially in the form of the Second Lien Intercreditor Agreement (with such modifications as may be necessary or appropriate in light of prevailing market conditions and reasonably acceptable to the Term Administrative Agent) or (ii) a customary intercreditor agreement in form and substance reasonably acceptable to the Term Administrative Agent and the Borrower, which agreement shall provide that the Liens on the Collateral securing such Indebtedness shall rank junior to the Liens on the Collateral securing the Secured Obligations. With regard to any changes in light of prevailing market conditions as set forth above in clauses (a)(i) or (b)(i) or with regard to clauses (a)(ii) or (b)(ii), such changes or agreement, as applicable, shall be posted to the Lenders not less than five (5) Business Days before execution thereof and, if the Required Lenders shall not have objected to such changes within three (3) Business Days after posting, then the Required Lenders shall be deemed to have agreed that the Term Administrative Agent’s entry into such intercreditor agreement (including with such changes) is reasonable and to have consented to such intercreditor agreement (including with such changes) and to the Term Administrative Agent’s execution thereof.

  • Junior Lien Intercreditor Agreement means an intercreditor agreement in form and substance reasonably satisfactory to the Administrative Agent between the Administrative Agent and one or more collateral agents or representatives for the holders of Indebtedness that is secured by a Lien on the Collateral ranking junior to the Liens of the Loan Documents.

  • ABL/Term Loan Intercreditor Agreement means the Intercreditor Agreement, dated as of the Closing Date, by and among the Administrative Agent, Barclays Bank PLC, as collateral agent under the Term Loan Credit Agreement, Holdings, Borrower and the other Subsidiary Loan Parties party thereto, as amended, restated, supplemented, replaced, refinanced or otherwise modified from time to time in accordance with the requirements thereof and of this Agreement.

  • Pari Passu Intercreditor Agreement means an intercreditor agreement among the Administrative Agent and the other parties from time to time party thereto, substantially in the form of Exhibit I.

  • Acceptable Intercreditor Agreement means the Intercreditor Agreement, a Market Intercreditor Agreement, or another intercreditor agreement that is reasonably satisfactory to the Administrative Agent (which may, if applicable, consist of a payment “waterfall”).

  • Intercreditor Agreements means the First Lien Intercreditor Agreement and the Junior Lien Intercreditor Agreement, collectively, in each case to the extent in effect.

  • Additional Intercreditor Agreement means an intercreditor agreement among the Collateral Agent and one or more Junior Representatives for holders of Permitted Junior Debt providing that, inter alia, the Liens on the Collateral in favor of the Collateral Agent (for the benefit of the Secured Creditors) shall be senior to such Liens in favor of the Junior Representatives (for the benefit of the holders of Permitted Junior Debt), as such intercreditor agreement may be amended, amended and restated, modified, supplemented, extended or renewed from time to time in accordance with the terms hereof and thereof. The Additional Intercreditor Agreement shall be in a form customary at such time for transactions of the type contemplated thereby and reasonably satisfactory to the Administrative Agent and Lead Borrower (it being understood that the terms of any First Lien/Second Lien Intercreditor Agreement are reasonably satisfactory).

  • First Lien/Second Lien Intercreditor Agreement means an intercreditor agreement substantially in the form of Exhibit H hereto, or such other customary form reasonably acceptable to the Administrative Agent and the Borrower, in each case, as such document may be amended, restated, supplemented or otherwise modified from time to time.

  • Permitted Junior Intercreditor Agreement means, with respect to any Liens on Collateral that are intended to be junior to any Liens securing the Secured Obligations, one or more intercreditor agreements, each of which shall be on terms which are consistent with market terms governing security arrangements for the sharing of liens on a junior basis at the time such intercreditor agreement is proposed to be established, as determined by the Borrower and the Collateral Agent in the exercise of reasonable judgment.

  • Permitted Pari Passu Intercreditor Agreement means, with respect to any Liens on Collateral that are intended to be pari passu with the Liens securing the Term B Loans (and other Loan Obligations that are pari passu with the Term B Loans), either (as the Borrower shall elect) (x) the First Lien/First Lien Intercreditor Agreement, (y) another intercreditor agreement not materially less favorable to the Lenders vis-à-vis such pari passu Liens than the First Lien/First Lien Intercreditor Agreement (as determined by the Borrower in good faith) or (z) another intercreditor agreement the terms of which are consistent with market terms governing security arrangements for the sharing of liens on a pari passu basis at the time such intercreditor agreement is proposed to be established in light of the type of Indebtedness to be secured by such liens, as determined by the Administrative Agent and the Borrower in the exercise of reasonable judgment.

  • Collateral Agency and Intercreditor Agreement means that certain Collateral Agency and Intercreditor Agreement, dated as of January 31, 2008 (as amended, amended and restated, supplemented or otherwise modified from time to time in compliance with the terms of this Indenture), by and among the Company, the other guarantors from time to time party thereto, the secured debt representatives and the Collateral Agent.

  • Equal Priority Intercreditor Agreement means the Equal Priority Intercreditor Agreement substantially in the form of Exhibit G-1 among (x) the Collateral Agent and (y) one or more representatives of the holders of one or more classes of Permitted Additional Debt and/or Permitted Equal Priority Refinancing Debt, with any immaterial changes and material changes thereto in light of the prevailing market conditions, which material changes shall be posted to the Lenders not less than five Business Days before execution thereof and, if the Required Lenders shall not have objected to such changes within five Business Days after posting, then the Required Lenders shall be deemed to have agreed that the Administrative Agent’s and/or Collateral Agent’s entry into such intercreditor agreement (with such changes) is reasonable and to have consented to such intercreditor agreement (with such changes) and to the Administrative Agent’s and/or Collateral Agent’s execution thereof.

  • Intercreditor Agent has the meaning given to such term in the Intercreditor Agreement.

  • Term Loan Security Documents means the “Security Documents” as defined in the Term Loan Credit Agreement.

  • Priority Lien Security Documents means the Priority Credit Agreement (insofar as the same grants a Lien on the Collateral), each agreement listed in Part A of Exhibit B hereto, and any other security agreements, pledge agreements, collateral assignments, mortgages, deeds of trust, control agreements, or grants or transfers for security, now existing or entered into after the date hereof, executed and delivered by the Borrower or any other Grantor creating (or purporting to create) a Lien upon Collateral in favor of the Priority Lien Agent (including any such agreements, assignments, mortgages, deeds of trust and other documents or instruments associated with any Priority Substitute Credit Facility).

  • ABL Security Documents means any 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.

  • Credit Agreement Collateral Documents means the Security Agreement, the other Collateral Documents (as defined in the Credit Agreement) and each other agreement entered into in favor of the Credit Agreement Collateral Agent for the purpose of securing any Credit Agreement Obligations.

  • First Lien Security Documents means the Security Documents (as defined in the First Lien Credit Agreement) and any other agreement, document or instrument pursuant to which a Lien is granted or purported to be granted securing any First Lien Obligations or under which rights or remedies with respect to such Liens are governed.

  • Collateral Trust Agreement means that certain Collateral Trust Agreement, dated as of the Closing Date, by and among Collateral Trustee and Lenders, as amended, restated, supplemented or otherwise modified from time to time.

  • First Lien Mortgage Loan A Mortgage Loan secured by a first lien Mortgage on the related Mortgaged Property.