Permitted First Priority Incremental Equivalent Debt definition
Permitted First Priority Incremental Equivalent Debt means Secured Indebtedness issued or incurred by the Borrower in the form of one or more series of loans or notes secured by Liens on the Collateral that rank pari passu with the Liens on the Collateral securing all or a portion of the Obligations (other than Obligations arising from Credit Increases or Other Term Loans that are junior in right of security to the then outstanding Initial Term Loans); provided that:
Permitted First Priority Incremental Equivalent Debt means any secured Indebtedness incurred by the Borrower or any Subsidiary Guarantor in the form of one or more series of senior secured notes (including bridge financings in respect thereof) or term loans (other than Loans); provided that (i) at the time of incurrence thereof, (x) no Default shall have occurred and be continuing and (y) the financial covenants in Section 7.15 would be satisfied on a pro forma basis for the most recent Test Period after giving effect to the proposed incurrence of such Indebtedness and any related transactions, (ii) such Indebtedness shall be secured by the Collateral on a pari passu basis with the Obligations, the obligations in respect of any Permitted First Priority Refinancing Debt and the obligations in respect of any Permitted Incremental Equivalent Debt that is secured on a pari passu basis with the Obligations, and shall not be secured by any property or assets of Holdings, the Borrower or any Subsidiary other than the Collateral, (iii) in the case of any term loans, such term loans (x) shall have a maturity date not earlier than the then Latest Maturity Date and (y) shall not have a Weighted Average Life to Maturity shorter than the longest remaining Weighted Average Life to Maturity of any Class of Term Loans, (iv) in the case of any notes, the terms of such notes shall not provide for any scheduled repayment, mandatory redemption, sinking fund obligation or other payment prior to the then Latest Maturity Date, other than customary offers to purchase upon a change of control, asset sale or casualty or condemnation event and customary acceleration rights upon an event of default (or, in the case of any bridge financing, subject to prepayments from the issuance of equity or other indebtedness permitted hereunder customary for bridge financings), (v) the other terms and conditions of such Indebtedness (excluding pricing and optional prepayment or redemption provisions), taken as a whole, are not more restrictive in any material respect on Holdings, the Borrower and the Restricted Subsidiaries than those contained in the Loan Documents, (vi) the security agreements relating to such Indebtedness are substantially the same as the Collateral Documents (with such differences as are reasonably satisfactory to the Administrative Agent), (vii) such Indebtedness shall not be guaranteed by any Subsidiaries other than the Subsidiary Guarantors and (viii) a Senior Representative acting on behalf of the holders of such Indebtednes...
Permitted First Priority Incremental Equivalent Debt means any secured Indebtedness incurred by the Borrower or any Subsidiary Guarantor in the form of one or more series of senior secured notes (including bridge financings in respect thereof); provided that (i) such Indebtedness shall be secured by the Collateral on a pari passu basis with the Obligations, the obligations in respect of any Permitted First Priority Refinancing Debt and the obligations in respect of any other Permitted First Priority Incremental Equivalent Debt and (ii) a Senior Representative approved by the Borrower acting on behalf of the holders of such Indebtedness shall have become party to or otherwise subject to the provisions of a Permitted Pari Passu Intercreditor Agreement; provided that if such Indebtedness is the initial Permitted First Priority Incremental Equivalent Debt incurred by the Borrower or a Subsidiary Guarantor, then the Borrower, Holdings, the Subsidiary Guarantors, the Administrative Agent and the Senior Representative for such Indebtedness shall have executed and delivered a Permitted Pari Passu Intercreditor Agreement. Permitted First Priority Incremental Equivalent Debt will include any Registered Equivalent Notes issued in exchange therefor. Any reference to Permitted First Priority Incremental Equivalent Debt shall include any Permitted Refinancing thereof (and any further Permitted Refinancing thereof).
More Definitions of Permitted First Priority Incremental Equivalent Debt
Permitted First Priority Incremental Equivalent Debt shall have the meaning ascribed to such term in the Term Loan Agreement (in effect as of the date hereof). For the avoidance of doubt, any such Indebtedness constituting Permitted First Priority Incremental Equivalent Debt when incurred shall continue to constitute Permitted First Priority Incremental Equivalent Debt at any time thereafter whether or not the Term Loan Agreement is then in effect.