Senior Lien Indebtedness definition

Senior Lien Indebtedness has the meaning set forth in Section 10.01(j).

Senior Lien Indebtedness has the meaning set forth in Section 10.01(g). “Senior Notes” means the $250,000,000 in aggregate principal amount of the Borrower’s 8.125% senior unsecured notes due 2020 and any Registered Equivalent Notes having substantially identical -61- terms and issued pursuant to the Senior Notes Indenture in exchange for the initial, unregistered senior unsecured notes. “Senior Notes Indenture” means the Indenture for the Senior Notes, dated as of January 31, 2012, between the Borrower and U.S. Bank, National Association, as trustee, as the same may be amended, modified, supplemented, replace or refinanced to the extent not prohibited by this Agreement. “Senior Payment Indebtedness” has the meaning set forth in Section 10.01(g). “Senior Representative” means, with respect to any series of Permitted First Priority Refinancing Debt or Permitted Junior Priority Refinancing Debt, the trustee, administrative agent, collateral agent, security agent or similar agent under the indenture or agreement pursuant to which such Indebtedness is issued, incurred or otherwise obtained, as the case may be, and each of their successors in such capacities. “SOFR” means a rate equal to the secured overnight financing rate as administered by the SOFR Administrator. “SOFR Administrator” means the Federal Reserve Bank of New York (or a successor administrator of the secured overnight financing rate). “SOFR Loan” means a Loan that bears interest at a rate based on Adjusted Term SOFR, other than pursuant to clause (c) of the definition of “Base Rate”. “Solicited Discount Proration” has the meaning set forth in Section 2.05(a)(v)(D)(3). “Solicited Discounted Prepayment Amount” has the meaning set forth in Section 2.05(a)(v)(D)(1). “Solicited Discounted Prepayment Notice” means a written notice of the Borrower of Solicited Discounted Prepayment Offers made pursuant to Section 2.05(a)(v)(D) substantially in the form of Exhibit E-6. “Solicited Discounted Prepayment Offer” means the irrevocable written offer by each Lender, substantially in the form of Exhibit E-7, submitted following the Administrative Agent’s receipt of a Solicited Discounted Prepayment Notice. “Solicited Discounted Prepayment Response Date” has the meaning set forth in Section 2.05(a)(v)(D)(1). “Solvent” and “Solvency” mean, with respect to any Person on any date of determination, that on such date (a) the fair value of the assets of such Person and its Subsidiaries, on a consolidated basis, exceeds, on a consolidated basis...

Senior Lien Indebtedness means any Indebtedness that is Pari Passu Indebtedness and that is secured by a Lien on the Collateral that has senior priority in respect of the Liens securing the Securities and the Guarantees (and any other Pari Passu Indebtedness) with respect to the Collateral and is not secured by any other assets; provided that, in each case, an authorized representative of the holders of such Indebtedness (other than any Additional Securities and any PIK Securities issued in connection with the payment of interest or as otherwise set forth herein) shall have executed a joinder to the Security Documents, the ABL Intercreditor Agreement (if applicable) and a Subordinating Intercreditor Agreement.

Examples of Senior Lien Indebtedness in a sentence

• If Senior Lien Agent, any Senior Lien Lender or any other holder of any Senior Lien Indebtedness is required in any Insolvency Proceeding or otherwise to turn over or otherwise pay any amount (a “Recovery”) to the estate or to any creditor or representative of an Obligor or any other Person, then the Senior Lien Indebtedness shall be reinstated to the extent of such Recovery.

• To the fullest extent permitted by applicable law, Junior Lien Agent, on behalf of itself and each Junior Lien Lender, waives the right by statute or otherwise to require Senior Lien Agent or any holder of Senior Lien Indebtedness to institute suit against any Obligor or to exhaust any rights and remedies which Senior Lien Agent, any Senior Lien Lender or any holder of Senior Lien Indebtedness has or may have against any Obligor.

• Junior Lien Agent, on behalf of itself and the Junior Lien Lenders, agrees that it shall not, directly or indirectly, provide, offer to provide or support any DIP Financing secured by a Lien senior to or pari passu with the Liens securing the Senior Lien Indebtedness.

• Senior Lien Agent and the Senior Lien Lenders shall have no obligation or duty to protect Junior Lien Agent and the Junior Lien Lenders’ rights of subrogation arising pursuant to this Agreement or under any applicable law, nor shall Senior Lien Agent, Senior Lien Lenders or any other holder of Senior Lien Indebtedness be liable for any loss to, or impairment of, any subrogation rights held by Junior Lien Agent or any Junior Lien Lender.

• Nothing contained in this Agreement shall preclude Senior Lien Agent, Senior Lien Lenders or any other holder of Senior Lien Indebtedness from discontinuing the extension of credit to any Obligor (whether under the Senior Secured Credit Agreement or otherwise).

• Junior Lien Agent, on behalf of itself and the Junior Lien Lenders, acknowledges and agrees that none of Senior Lien Agent or any Senior Lien Lender has made any warranties or representations with respect to the legality, validity, enforceability, collectability or perfection of the Senior Lien Indebtedness or any liens or security interests held in connection therewith.

• This Agreement shall continue in full force and effect until the Discharge of Senior Lien Indebtedness shall have occurred and shall thereafter be revived to the extent provided for in Section 5.c.

• The subordination of Liens by the Junior Lien Agent in favor of the Senior Lien Agent and the Senior Lien Lenders shall not be deemed to subordinate the Junior Lien Agent’s Liens to the Liens of any other Person that is not a holder of Senior Lien Indebtedness.

• Solely after the Discharge of Senior Lien Indebtedness shall have occurred, Junior Lien Agent and the Junior Lien Lenders shall be subrogated to the rights of Senior Lien Agent and the Senior Lien Lenders to the extent that distributions otherwise payable to Junior Lien Agent or any Junior Lien Lender have been applied to the payment of the Senior Lien Indebtedness in accordance with the provisions of this Agreement.

More Definitions of Senior Lien Indebtedness

Senior Lien Indebtedness means all obligations and all other amounts owing, due or secured under the terms of the Senior Secured Credit Agreement or any other Senior Lien Loan Document, including any and all amounts payable to any Senior Lien Lender, all principal, premium, interest, fees, attorneys fees, costs, charges, expenses, reimbursement obligations, any obligation to post cash collateral in respect of letters of credit or indemnities in respect thereof, indemnities, guarantees, the Make-Whole Amount and all other amounts payable under any Senior Lien Loan Document or in respect thereof (including, in each case, all amounts accruing on or after the commencement of any Insolvency Proceeding relating to any Obligor, or that would have accrued or become due under the terms of the Senior Lien Loan Documents but for the effect of the Insolvency Proceeding or other applicable law, and irrespective of whether a claim for all or any portion of such amounts is allowable or allowed in such Insolvency Proceeding).

Senior Lien Indebtedness means the Indebtedness described in clauses (ii) of Section 4(i) of the Note; provided that such Indebtedness shall only be “Senior Lien Indebtedness” with respect to the Shared Collateral.