RCF Priority Collateral definition
Examples of RCF Priority Collateral in a sentence
The Agent’s rights and remedies with respect to the Collateral, in addition to those rights granted herein and in any other agreement between Borrower and any Loan Party and the Agent or Lenders now or hereafter in effect, shall be those of a secured party under the UCC and under any other applicable law (subject to the Intercreditor Agreement with respect to the Term Loan/Euro RCF Priority Collateral).
Subject to the Intercreditor Agreement with respect to Term Loan/Euro RCF Priority Collateral, if requested by the Agent, Borrower and each Loan Party shall assemble the Collateral and deliver it to the Agent at such place as may be designated by the Agent.
From time to time, Loan Parties shall take such actions and execute and deliver to the Agent such additional documents, instruments, certificates, and agreements as any of the Lenders may reasonably request to effectuate the purposes of the Loan Documents (subject to the Intercreditor Agreement with respect to the Term Loan/Euro RCF Priority Collateral).
Subject to the Intercreditor Agreement with respect to Term Loan/Euro RCF Priority Collateral, whenever the Agent may take possession of the Collateral, pursuant to Section 13.1, the Agent may take possession of the Collateral on Borrower’s or the applicable Loan Party’s premises or may remove the Collateral, or any part thereof, to such other places as the Agent may, in its sole discretion, determine.
Subject to Section 4.6(b), the Term Loan/Euro RCF Collateral Agent shall pay over to the ABL Administrative Agent all remaining moneys and other property held by the Term Loan/Euro RCF Collateral Agent or received by the Term Loan/Euro RCF Collateral Agent with respect to the Term Loan/Euro RCF Priority Collateral on or prior to the first Business Day falling after the Term Loan/Euro RCF Obligations have been paid in full in cash and the related commitments have been terminated.
Notwithstanding anything herein to the contrary, to the extent that the Proceeds of any of the Collateral includes payments made under any business interruption insurance policy maintained by any Loan Party, such Proceeds shall be allocated to losses to the applicable Collateral that is impacted by the interruption as between (a) the RCF Priority Collateral and (b) the Other Collateral, but this allocation shall not impair the effects of Section 4.1(a) or 4.1(b).
Until the RCF Obligations Payment Date, the Term Loan Representative agrees, on behalf of itself and the other Term Loan Secured Parties, that none of them will seek relief from the automatic stay or from any other stay in any Insolvency Proceeding or take any action in derogation thereof, in each case in respect of any RCF Priority Collateral, without the prior written consent of the RCF Representative.
Notwithstanding anything to the contrary herein and that the SOA shall be considered RCF Priority Collateral hereunder as an Accounts Receivable Contract, the parties hereto acknowledge and agree that this Agreement shall not impair the ability of the Term Loan Representative to enforce its rights under the Vitol Direct Agreement with respect to the SOA (including taking Enforcement Actions in respect of the SOA).
Notwithstanding anything else in this Paragraph, if the RCF Representative or other RCF Secured Parties agree to a “carve out” from the RCF Priority Collateral in connection with an RCF DIP Financing, and such “carve out” is senior in lien or payment priority to the liens and claims on account of the RCF Obligations, then the Term Loan Representative and Term Loan Secured Parties agree that such “carve out” will be senior to the liens and claims on account of the Term Loan Obligations to the same extent.
In no event will any of the Term Loan Secured Parties seek to obtain a pari passu or priming Lien on any of the RCF Priority Collateral or the Other Collateral, and nothing in this Agreement shall be deemed to be a consent by the RCF Secured Parties to any adequate protection payments using RCF Priority Collateral or Other Collateral.