Other Pari Passu Secured Indebtedness means any Indebtedness of the Company or any Guarantor that is pari passu in right of payment to the Notes or any Note Guarantee, as the case may be, and is secured by a Lien on the Collateral permitted by clause (39) of the definition of “Permitted Liens” that has the same priority as the Lien securing the Notes and the Note Guarantees and that is designated in writing as such by the Company to the Trustee and Collateral Trustee and the holders or a representative of the holders of Indebtedness which enter into the Pari Passu Intercreditor Agreement with the Collateral Trustee or a joinder to the Pari Passu Intercreditor Agreement. “Other Pari Passu Secured Indebtedness” does not include the Notes and the Note Guarantees issued on the Issue Date, but includes any Additional Notes and related Note Guarantees.
Other Pari Passu Secured Indebtedness means any Indebtedness of any Issuer or any Guarantor that is pari passu in right of payment to the Notes or any Note Guarantee, as the case may be, and (i) is secured by a Lien on the Collateral permitted by clause (10) or (26) of the definition of “Permitted Liens” that has the same priority as the Lien securing the Notes and the Note Guarantees, (ii) is not secured by any other assets of any Issuer or any Guarantor unless such assets equally and ratably secure the Notes or the applicable Note Guarantee, as the case may be, (iii) is designated in writing as such by the Issuers to the Trustee and (iv) other than in the case of any Additional Notes, the holders or a representative of the holders of which enter into the Equal Priority Intercreditor Agreement or a joinder thereto. For the avoidance of doubt, “Other Pari Passu Secured Indebtedness” shall not include the Notes or the Note Guarantees issued on the Issue Date but may include any Additional Notes or related Note Guarantees.
Other Pari Passu Secured Indebtedness means, as at any date, Indebtedness (other than Indebtedness under this Agreement) of an Obligor (which may be Guaranteed by one or more other Obligors) that (a) is secured pursuant to the Security Documents as described in clause (d) of this definition, (b) has no amortization prior to (other than for amortization in an amount not greater than 1% of the aggregate initial principal amount of such Indebtedness per year), and a final maturity date not earlier than six months after the Final Maturity Date (it being understood that neither the conversion features into Permitted Equity Interests under convertible notes (as well as the triggering of such conversion and/or settlement thereof), nor any mandatory prepayment provisions as a result of any borrowing base or collateral base deficiency, in any case shall constitute “amortization” for the purposes of this definition, provided that if any mandatory prepayment is required under such Other Pari Passu Secured Indebtedness, the Borrower shall offer to repay Loans (and provide cover for Letters of Credit) in an amount at least equal to the Lenders ratable share of such payment, (c) is incurred pursuant to documentation that, taken as a whole, is not materially more restrictive than market terms for substantially similar debt of other similarly situated borrowers as determined by the chief financial officer of the Borrower in his or her reasonable judgment or, if such transaction is not one in which there are market terms for substantially similar debt of other similarly situated borrowers, on terms that are negotiated in good faith on an arm’s length basis (except, in each case, other than financial covenants, covenants governing the borrowing base and events of default (other than events of default customary in indentures or similar instruments that have no analogous provisions in this Agreement or credit agreements generally), which shall be no more restrictive upon the Borrower and its Subsidiaries, while any Commitments or Loans are outstanding, than those set forth in this Agreement; provided that, the Borrower may incur any Other Pari Passu Secured Indebtedness that otherwise would not meet the requirements set forth in this parenthetical of this clause (c) if it has duly made a Modification Offer (it being understood that put rights or repurchase or redemption obligations arising out of circumstances that would constitute a “fundamental change” (as such term is customarily defined in convertible note of...
Examples of Other Pari Passu Secured Indebtedness in a sentence
The Collateral Agent holds the Second-Priority Lien on the Collateral in trust for the benefit of the Trustee and the Holders as well as the holders of certain Other Pari Passu Secured Indebtedness, in each case pursuant to the Indenture, the Security Documents, the Intercreditor Agreement and any documents relating to such Other Pari Passu Secured Indebtedness.
The Notes, the Note Guarantees as well as certain Other Pari Passu Secured Indebtedness are secured by a Second-Priority Lien on the Collateral, subject to Permitted Liens, on the terms and conditions set forth in the Indenture, the Intercreditor Agreement and the Security Documents.
In signing such amendment the Representative shall be entitled to receive indemnity reasonably satisfactory to it and to receive, and (subject to Section 10.06 of the Indenture and any equivalent provisions in any Other Pari Passu Secured Indebtedness Document) shall be fully protected in relying upon, an Officers’ Certificate and an Opinion of Counsel stating that such amendment or waiver is authorized or permitted by this Agreement, the Indenture and any Other Pari Passu Secured Indebtedness Document.
The offer price in any Asset Sale Offer will be equal to 100% of the principal amount of the Notes and such Other Pari Passu Secured Indebtedness plus accrued and unpaid interest and Additional Interest, if any, to the date of purchase, and will be payable in cash.
Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers shall apply all Excess Proceeds (the “Offer Amount”) to the purchase of Notes and Pari Passu Debt, as provided in Section 4.10; provided that the Net Proceeds from an Asset Sale of Collateral may not be applied to make an offer to any Pari Passu Debt that is not Other Pari Passu Secured Indebtedness.
More Definitions of Other Pari Passu Secured Indebtedness
Other Pari Passu Secured Indebtedness does not include the Notes and the Subsidiary Guarantees issued on the Issue Date or any Exchange Notes and related Guarantees, but includes any Additional Notes and related Guarantees and any Exchange Notes and related Guarantees issued in exchange therefor.
Other Pari Passu Secured Indebtedness means any series of other indebtedness incurred by a Grantor designated as Other Pari Passu Secured Indebtedness upon the execution and delivery of a Lien Sharing Confirmation by the Other Pari Passu Secured Indebtedness Representative for such series to the Collateral Agent, the Indenture Trustee, the First Lien Agent and any other Other Pari Passu Secured Indebtedness Representative and includes all “Additional Second Lien Debt” as defined in the Intercreditor Agreement.
Other Pari Passu Secured Indebtedness means any Indebtedness of the Company or any Guarantor that is pari passu in right of payment to the Notes or any Note Guarantee, as the case may be, and is secured by a Lien on the Collateral that has the same priority as the Lien securing the Notes and the Note Guarantees and that is designated in writing as such by the Company to the Trustee (including, without limitation, any such Indebtedness Incurred under or
Other Pari Passu Secured Indebtedness does not include the Notes and the Note Guarantees issued on the Issue Date, but includes any Additional Notes and related Note Guarantees.
Other Pari Passu Secured Indebtedness means any Indebtedness of the Issuers or any Subsidiary Guarantor that is pari passu in right of payment to the Notes or any Subsidiary Guarantee, as the case may be, and is secured by a Lien on the Collateral that has the same
Other Pari Passu Secured Indebtedness means any Indebtedness of the Company or any Guarantor that is pari passu in right of payment to the Notes or any Note Guarantee, as the case may be, and is secured by a Lien on the Collateral that has the same priority as the Lien securing the Notes and the Note Guarantees and that is designated in writing as such by the Company to the Trustee (including, without limitation, any such Indebtedness incurred under or issued pursuant to a Credit Facility), and the holders or a representative of the holders of which enter into a joinder agreement to the Intercreditor Agreement and an appropriate agency agreement or joinder to existing Security Documents with the Collateral Agent, as applicable, or other appropriate agency agreements or security documents with another collateral agent, as applicable, provided that no additional agreement will be required for Additional Notes and related Note Guarantees and any Exchange Notes and related Note Guarantees issued in exchange therefor. “Other Pari Passu Secured Indebtedness” does not include the Notes and the Note Guarantees issued on the Issue Date, but includes any Additional Notes and related Note Guarantees.
Other Pari Passu Secured Indebtedness means Indebtedness in an amount not to exceed $0.