Second Priority Obligations Payment Date means, with respect to each Type of Common Collateral, the first date after the First Priority Obligations Payment Date with respect to such Common Collateral on which (i) the Second Priority Obligations (other than those that constitute Unasserted Contingent Obligations) with respect to such Common Collateral have been paid in cash in full (or, if applicable, cash collateralized or defeased in accordance with the terms of the applicable Second Priority Documents or converted or rolled into DIP Financing), (ii) all commitments to extend credit under the applicable Second Priority Documents have been terminated, (iii) there are no outstanding letters of credit or similar instruments issued under the applicable Second Priority Documents (other than such as have been cash collateralized or defeased or otherwise provided for in accordance with the terms of the applicable Second Priority Documents), and (iv) the Second Priority Representative with respect to such Common Collateral has delivered a written notice to the Third Priority Representative with respect to such Common Collateral stating that the events described in clauses (i), (ii) and (iii) have occurred to the satisfaction of the Second Priority Secured Parties with respect to such Common Collateral. For avoidance of doubt, a Refinancing of Second Priority Obligations with respect to any Type of Common Collateral that is permitted hereby (other than with the proceeds of DIP Financing following the Existing Chapter 11 Cases Emergence Date) shall not give rise to the Second Priority Obligations Payment Date with respect to such Common Collateral unless the terms thereof expressly so provide with reference to this Agreement.
Second Priority Obligations Payment Date means the first date on which (i) the Second Priority Obligations (other than those that constitute Unasserted Contingent Obligations) have been indefeasibly paid in cash in full (or cash collateralized or defeased in accordance with the terms of the Second Priority Documents and (ii) all commitments to extend credit under the Second Priority Documents have been terminated.
Second Priority Obligations Payment Date means the first date on which (a) the Second Priority Obligations (other than those that constitute Unasserted Contingent Obligations) have been paid in cash in full (or, to the extent applicable, cash collateralized or defeased in accordance with the terms of the Second Priority Documents), (b) all commitments to extend credit under the Second Priority Documents have been terminated, and (c) the Second Priority Representative has delivered a written notice to the Junior Priority Representative stating that the events described in clauses (a) and (b) have occurred to the satisfaction of the Second Priority Secured Parties.
Examples of Second Priority Obligations Payment Date in a sentence
This Agreement shall continue to be effective, and shall not be revocable by any party hereto, until the First Priority Obligations Payment Date and the Second Priority Obligations Payment Date shall have occurred with respect to each Type of Common Collateral.
With respect to each Type of Common Collateral , after the First Priority Obligations Payment Date and prior to the Second Priority Obligations Payment Date, if any Third Priority Secured Party commences or participates in any action or proceeding against any Loan Party in respect of such Common Collateral contrary to this Agreement, any Second Priority Secured Party may intervene and interpose the making of this Agreement as a defense or dilatory plea, in its name or in the name of such Loan Party.
Upon the occurrence of the Second Priority Obligations Payment Date and without further action by any Person, the security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Grantors subject to any existing liens, security interests or encumbrances on such Collateral (other than any thereof attributable to actions or inactions of the Collateral Agent or any Second Priority Secured Party).
This Agreement shall continue to be effective, and shall not be revocable by any party hereto, until the Second Priority Obligations Payment Date shall have occurred with respect to each Type of Common Collateral.
With respect to each Type of Common Collateral, after the First Priority Obligations Payment Date and prior to the Second Priority Obligations Payment Date, the Third Priority Representative, on behalf of itself and the other Third Priority Secured Parties, agree that each of them shall take such actions as the Second Priority Representative shall reasonably request in connection with an Enforcement Action or the exercise by the Second Priority Secured Parties of their rights set forth herein.
More Definitions of Second Priority Obligations Payment Date
Second Priority Obligations Payment Date shall have the meaning set forth in the Intercreditor Agreement.
Second Priority Obligations Payment Date means, with respect to (a) the ABL/LC Priority Collateral, the first date after the First Priority Obligations Payment Date with respect to such Common Collateral that is the date of the Payment in Full of Term Loan Secured Obligations and (b) the Term Loan Priority Collateral, the first date after the First Priority Obligations Payment Date with respect to such Common Collateral that is the date of the Payment in Full of ABL/LC Secured Obligations.
Second Priority Obligations Payment Date shall have the meaning set forth in the Intercreditor Agreement. “Second Priority Secured Parties” shall have the meaning set forth in the Intercreditor Agreement. “Shifting Control Agreement” shall mean any Shifting Control Deposit Account Agreement or any Shifting Control Securities Account Agreement. “Shifting Control Deposit Account Agreement” shall mean an agreement in writing in form and substance reasonably satisfactory to the Collateral Agent, by and among the Borrower or any Guarantor, as the case may be, the First Lien Collateral Agent or the Collateral Agent, and the relevant bank at which the relevant deposit account of the Borrower or any Guarantor, as the case may be, is at any time maintained. “Shifting Control Securities Account Agreement” shall mean an agreement in writing in form and substance reasonably satisfactory to the Collateral Agent, by and among the Borrower or any Guarantor, as the case may be, the First Lien Collateral Agent or the Collateral Agent and any securities intermediary in respect of the relevant securities account. “Single Employer Plan” shall mean a single employer plan, as defined in Section 4001(a)(15) of ERISA, that (a) is maintained for employees of the Borrower or an ERISA Affiliate or (b) was so maintained and in respect of which the Borrower could reasonably be
Second Priority Obligations Payment Date shall have the meaning set forth in the Intercreditor Agreement. “Second Priority Secured Parties” shall have the meaning set forth in the Intercreditor Agreement. “Securities” shall mean all “securities” as such term is defined in Article 8 of the UCC. “Securities Account” shall mean a “securities account” as such term is defined in Article 8 of the UCC. “Security Entitlement” shall mean a “securities entitlements” as such term is defined in Article 8 of the UCC. “Security Interest” shall have the meaning given to that term in Section 2.01. “Software” shall mean any computer program and any supporting information provided in connection with any transaction relating to any such program. “Supporting Obligations” shall mean all “supporting obligations” as such term is defined in Article 9 of the UCC. “Trademark License” shall mean any written agreement, now or hereafter in effect, granting to any third party any right to use any Trademark now or hereafter owned by any Grantor or which any Grantor otherwise has the right to license, or granting to any Grantor any right to use any Trademark now or hereafter owned by any third party, and all rights of any Grantor under any such agreement. “Trademarks” shall mean all United States, state and foreign trademarks, service marks, certification marks, collective marks, trade names, corporate names, company names, business names, fictitious business names, Internet domain names, trade styles, logos, other source or business identifiers, designs and general intangibles of a like nature, rights of publicity and privacy pertaining to the names, likeness, signature and biographical data of natural persons (to
Second Priority Obligations Payment Date means the first date on which (a) the Second Priority Obligations (other than those that constitute Unasserted Contingent Obligations) have been paid in cash in full (or, to the extent applicable, cash collateralized or defeased in accordance with the terms of the Second Priority Documents), (b) all commitments to extend credit under the Second Priority Documents have been terminated, and (c) the Second Priority Representative has delivered a written notice to the Junior Priority Representative stating that the events described in clauses (a) and (b) have occurred to the satisfaction of the Second Priority Secured Parties. “Second Priority Representative” has the meaning set forth in the introductory paragraph hereof. In the event that the Existing Second Priority Agreement shall cease to be in effect, the Second Priority Representative shall be the Person identified as such in the applicable Replacement Second Priority Agreement. “Second Priority Secured Party” means the Second Priority Representative, the Second Priority Lenders and any other holders of the Second Priority Obligations. “Second Priority Security Documents” means the “Collateral Documents” as defined in the Existing Second Priority Agreement and any documents that are designated under any Second Priority Agreement as “Second Priority Security Documents” for purposes of this Agreement. “Second Priority Term Loans” means “Term Loans” as defined in the Existing Second Priority Agreement. “Secured Parties” means the First Priority Secured Parties, the Second Priority Secured Parties and the Junior Priority Secured Parties. “Surviving Obligations” has the meaning as set forth in Section 3.7.
Second Priority Obligations Payment Date means the first date on which (a) the Second Priority Obligations (other than those that constitute Unasserted Second Priority Contingent Obligations) have been paid in cash in full (or cash collateralized or defeased in accordance with the terms of the Second Priority Documents), (b) all commitments to extend credit under the Second Priority Documents have been terminated, (c) there are no outstanding letters of credit or similar instruments issued under the Second Priority Documents (other than such as have been cash collateralized or defeased in accordance with the terms of the Second Priority Security Documents), and (d) so long as the First Priority Obligations Payment Date has not occurred, the Second Priority Representative (other than Wilmington Trust Company) has delivered a written notice to the First Priority Representative stating that the events described in clauses (a), (b) and (c) have occurred to the reasonable satisfaction of the Second Priority Secured Parties (it being understood that, upon the request of the Borrower or the First Priority Representative after the occurrence of the events described in clauses (a), (b) and (c) to the reasonable satisfaction of the Second Priority Secured Parties, the Second Priority Representative (other than Wilmington Trust Company) shall deliver the notice described in this clause (d)).
Second Priority Obligations Payment Date means (i) with respect to the ABL/SOA Priority Collateral, the Term Loan Termination Date and (ii) with respect to the Term Loan Priority Collateral, the ABL/SOA Termination Date.