Second Priority Guarantors definition

Second Priority Guarantors means RCL Cruise Holdings LLC, Torcatt Enterprises S.A., RCL Holdings Cooperatief UA, RCL Cruises Ltd and RCL Investments Ltd (and any of their respective successors) and any other Second Priority Holdco Subsidiary that has granted or, prior to that entity becoming a Second Priority Holdco Subsidiary pursuant to a Disposal of a Second Priority Asset in accordance with Section 9.5(b)(iii)(A), will grant a Second Priority Guarantee.
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Second Priority Guarantors means each and every Restricted Subsidiary until a successor replaces any or all of them in accordance with the provisions of the Second Priority Indenture, and thereafter means such successor, or successors.
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Second Priority Guarantors means Alterna’TV and Alterna’TV
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Examples of Second Priority Guarantors in a sentence

  • The Indenture Trustee, the Second Priority Holders, the Company, and each of the Second Priority Guarantors expressly authorize the Collateral Trustee to take the protective and preservative actions described in the immediately preceding sentence.

  • Notwithstanding any agreement to the contrary, so long as the Intercreditor Agreement is in effect, the rights and remedies of the Second Priority Holders, the Second Priority Collateral Trustee and the Second Priority Indenture Trustee with respect to Satmex, the Second Priority Guarantors, or any of the Priority Collateral shall be subject to the provisions of the Intercreditor Agreement.

  • Any such supplemental agreement shall be binding upon Satmex, the Second Priority Guarantors, the Indenture Trustee, the Secured Parties and the Collateral Trustee and its successors and assigns.

  • Notwithstanding the foregoing, there shall, at all times, be at least one agent for service of process for each of Satmex and the Second Priority Guarantors appointed and acting in accordance with this Section 10.9.

  • In that event, the Company and Second Priority Guarantors will pay to each Second Priority Holder such Additional Amounts as may become payable under Section 4.2 of the Indenture.

  • Notwithstanding the foregoing, there shall, at all times, be at least one agent for service of process for each of the Company and the Second Priority Guarantors appointed and acting in accordance with this Paragraph 21(a).

  • Any and all payments by the Company and Second Priority Guarantors in respect of the Second Priority Securities will be made free and clear of and without withholding or deduction for or on account of any present or future Taxes imposed, levied, collected, withheld or assessed by, on behalf, or within any Relevant Taxing Jurisdiction, unless such withholding or deduction is required by law.

  • The Lenders and the Agents shall have received all fees required to be paid, and all expenses for which invoices have been presented (including the reasonable fees and expenses of legal counsel), before the Closing Date.

  • Second Priority Notes” means the 10 1/8% Second Priority SeniorSecured Notes due 2013 issued by Satmex and guaranteed by the Second Priority Guarantors pursuant to the Second Priority Indenture.

  • Second Priority Collateral Trust Agreement” means that certaincollateral trust agreement dated as of November 30, 2006, between Satmex, each of the Second Priority Guarantors (defined therein), Wells Fargo Bank, National Association in its capacity as Second Priority Collateral Trustee, and Wells Fargo Bank, National Association, in its capacity as the Second Priority Indenture Trustee.

Related to Second Priority Guarantors

  • Second Priority Debt Parties means the Initial Second Priority Debt Parties and, with respect to any series, issue or class of Second Priority Debt, the holders of such Indebtedness, the Representative with respect thereto, any trustee or agent therefor under any related Second Priority Debt Documents and the beneficiaries of each indemnification obligation undertaken by the Borrower or any other Grantor under any related Second Priority Debt Documents.

  • Second Priority Representative means (i) in the case of the Initial Second Priority Debt Facility covered hereby, the Initial Second Priority Representative and (ii) in the case of any Second Priority Debt Facility and the Second Priority Debt Parties thereunder the trustee, administrative agent, collateral agent, security agent or similar agent under such Second Priority Debt Facility that is named as the Representative in respect of such Second Priority Debt Facility in the applicable Joinder Agreement.

  • ABL Secured Parties means the ABL Representative, the ABL Creditors and any other holders of the ABL Obligations.

  • Second Lien Agent has the meaning set forth in the Intercreditor Agreement.

  • Second Priority Secured Parties means the Second Priority Representative, the Second Priority Creditors and any other holders of the Second Priority Obligations.

  • First Lien Claimholders means, at any relevant time, the holders of First Lien Obligations at that time, including the First Lien Lenders and the agents under the First Lien Loan Documents.

  • Subordinated Creditors means all creditors the indebtedness of which is subordinated, in the event of the Winding-Up of DSB, in right of payment to the claims of depositors and other unsubordinated creditors of DSB other than those whose claims rank or is expressed to rank by operation of law or contract pari passu with, or junior to, the claims of the Noteholders. For this purpose indebtedness shall include all liabilities, whether actual or contingent;

  • Second Lien Claimholders means, at any relevant time, the holders of Second Lien Obligations at that time, including the Second Lien Lenders and the agents under the Second Lien Loan Documents.

  • Second Priority Documents means each Second Priority Agreement, each Second Priority Security Document and each Second Priority Guarantee.

  • Second Priority Obligations means (a) with respect to the Existing Second Priority Agreement, all “Secured Obligations” of each Loan Party as defined in the “Security Agreement” referred to in the Existing Second Priority Agreement and (b) with respect to each other Second Priority Agreement, (i) all principal of and interest (including without limitation any Post-Petition Interest) and premium (if any) on all indebtedness under such Second Priority Agreement, and (ii) all guarantee obligations, fees, expenses and other amounts payable from time to time pursuant to the applicable Second Priority Documents, in each case whether or not allowed or allowable in an Insolvency Proceeding. To the extent any payment with respect to any Second Priority Obligation (whether by or on behalf of any Loan Party, as proceeds of security, enforcement of any right of setoff or otherwise) is declared to be a fraudulent conveyance or a preference in any respect, set aside or required to be paid to a debtor in possession, any First Priority Secured Party, receiver or similar Person, then the obligation or part thereof originally intended to be satisfied shall, for the purposes of this Agreement and the rights and obligations of the First Priority Secured Parties and the Second Priority Secured Parties hereunder, be deemed to be reinstated and outstanding as if such payment had not occurred.

  • Second Priority Debt Documents means the Initial Second Priority Debt Documents and, with respect to any series, issue or class of Second Priority Debt, the promissory notes, indentures, Collateral Documents or other operative agreements evidencing or governing such Indebtedness, including the Second Priority Collateral Documents.

  • Subordinated Creditor means any creditor of Tenant which is a party to a Subordination Agreement in favor of Landlord.

  • Second Priority Lien means the Liens on the Second Priority Collateral in favor of Second Priority Debt Parties under Second Priority Collateral Documents.

  • Claimholders means the First Lien Claimholders and/or the Second Lien Claimholders, as the context may require.

  • Class Debt Parties has the meaning assigned to such term in Section 8.09.

  • Secured Parties means, collectively, the Administrative Agent, the Collateral Agent, the Lenders, the Hedge Banks, the Cash Management Banks, the Supplemental Administrative Agent and each co-agent or sub-agent appointed by the Administrative Agent from time to time pursuant to Section 9.01(c).

  • Second Priority Debt means any Indebtedness of the Borrower or any other Grantor guaranteed by the Guarantors (and not guaranteed by any Subsidiary that is not a Guarantor), including the Initial Second Priority Debt, which Indebtedness and guarantees are secured by the Second Priority Collateral on a pari passu basis (but without regard to control of remedies, other than as provided by the terms of the applicable Second Priority Debt Documents) with any other Second Priority Debt Obligations and the applicable Second Priority Debt Documents which provide that such Indebtedness and guarantees are to be secured by such Second Priority Collateral on a subordinate basis to the Senior Debt Obligations (and which is not secured by Liens on any assets of the Borrower or any other Grantor other than the Second Priority Collateral or which are not included in the Senior Collateral); provided, however, that (i) such Indebtedness is permitted to be incurred, secured and guaranteed on such basis by each Senior Debt Document and Second Priority Debt Document and (ii) except in the case of the Initial Second Priority Debt hereunder, the Representative for the holders of such Indebtedness shall have become party to this Agreement pursuant to, and by satisfying the conditions set forth in, Section 8.09 hereof. Second Priority Debt shall include any Registered Equivalent Notes and Guarantees thereof by the Guarantors issued in exchange therefor.

  • Secured Creditors shall have the meaning assigned that term in the respective Security Documents.

  • Designated Second Priority Representative means (i) the Initial Second Priority Representative, until such time as the Second Priority Debt Facility under the Initial Second Priority Debt Documents ceases to be the only Second Priority Debt Facility under this Agreement and (ii) thereafter, the Second Priority Representative designated from time to time by the Second Priority Instructing Group, in a notice to the Designated Senior Representative and the Company hereunder, as the “Designated Second Priority Representative” for purposes hereof.

  • Note Parties means, collectively, the Issuer and each Guarantor.

  • Notes Secured Parties means the Secured Noteholders, the Notes Collateral Agent and the Notes Trustee.

  • Senior Creditors means, (a) depositors of the Issuer, (b) creditors of the Issuer who are unsubordinated creditors of the Issuer, and (c) creditors of the Issuer whose claims are or are expressed to be subordinated to the claims of other creditors of the Issuer (other than those whose claims are in respect of obligations which constitute, or would but for any applicable limitation on the amount of such capital, constitute, Tier 1 capital or Tier 2 capital or whose claims rank or are expressed to rank pari passu with, or junior to, the claims of holders in respect of the Notes) (whether only in a Winding Up of the Issuer or otherwise);

  • Priority Lien Secured Parties means the holders of Priority Lien Obligations and any Priority Debt Representatives.

  • Second Priority Liens means all Liens on the Second Lien Collateral to secure the Second Lien Obligations, whether created under the Second Lien Security Documents or acquired by possession, statute, operation of law, subrogation or otherwise.

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

  • First Priority Secured Parties means, with respect to each Type of Common Collateral, the First Priority Representative and the holders of the First Priority Obligations.