Subordinated Lien Debt means any Indebtedness of any Grantor that is secured on a subordinated basis to the Pari Passu Debt and the Revolving Credit Secured Obligations by a Subordinated Lien that was permitted to be incurred and so secured under the Pari Passu Loan Documents and the Revolving Credit Loan Documents; provided that:
Subordinated Lien Debt means the Second Lien Notes1 and, to the extent issued or outstanding, any other Indebtedness of the Company or the Guarantors designated as such by the Company in writing to the First Lien Collateral Agent and Subordinated Collateral Trustee; provided that:
Subordinated Lien Debt means, to the extent issued or outstanding, any Indebtedness of the Issuer or the Obligors designated as such by the Issuer in writing to the ABL Collateral Agent, the Notes Priority Collateral Trustee and the Subordinated Lien Collateral Trustee; provided that: (a) on or before the date on which such Indebtedness is incurred, an officer’s certificate of the Issuer is delivered to the ABL Collateral Agent, the Notes Priority Collateral Trustee and the Subordinated Lien Collateral Trustee, designating such Indebtedness as “Subordinated Lien Debt” for the purposes of this Agreement, the ABL Documents, the Notes Priority Documents, the Second Lien Documents and the Subordinated Lien Documents, if any, and certifying that such Indebtedness may be incurred (and secured as contemplated by Section 2.01 hereof) without violating the terms of any ABL Document, Notes Priority Document, Second Lien Document or Subordinated Lien Document or causing any default thereunder; (b) such Indebtedness is evidenced or governed by an indenture, credit agreement, loan agreement, note agreement, promissory note or other agreement or instrument that includes a Lien Priority Confirmation; (c) such Indebtedness is designated as “Subordinated Lien Debt” in accordance with the requirements of this Agreement, the ABL Credit Agreement and the Notes Priority Indenture; and (d) at the time of the incurrence thereof, the applicable Subordinated Lien Debt may be incurred (and secured as contemplated by Section 2.01 hereof) without violating the terms of any ABL Document, Notes Priority Document, Second Lien Document or Subordinated Lien Document or causing any default thereunder (and the Subordinated Lien Collateral Trustee has heretofore executed and delivered an appropriate joinder in the form of Exhibit A hereto.
Examples of Subordinated Lien Debt in a sentence
This Additional Secured Debt Designation is being executed and delivered in order to designate additional secured debt as either Revolving Credit Secured Obligations, Pari Passu Debt or Subordinated Lien Debt entitled to the benefit of the Intercreditor Agreement.
This Additional Secured Debt Designation is being executed and delivered in order to designate additional secured debt as either Priority Lien Debt or Subordinated Lien Debt entitled to the benefit of the Collateral Trust Agreement.
The First Priority Lien Collateral Trustee is hereby authorized to make any such endorsements as agent for any Subordinated Lien Debt Representative or any such Subordinated Lien Secured Party.
MRC Global and the other applicable Grantors will be permitted to designate as an additional holder of Secured Debt Obligations hereunder each Person who is, or who becomes or who is to become, the registered holder of Term Priority Lien Debt or the registered holder of Subordinated Lien Debt incurred by MRC Global or such other Grantor after the date of this Agreement in accordance with the terms of all applicable Secured Documents.
The Subordinated Lien Representative of each future Series of Subordinated Lien Debt is required pursuant to the Collateral Trust Agreement to deliver a Lien Sharing and Priority Confirmation to the Collateral Trustee at the time of incurrence of such Series of Subordinated Lien Debt.
More Definitions of Subordinated Lien Debt
Subordinated Lien Debt has the meaning set forth in the Collateral Trust Agreement.
Subordinated Lien Debt means, collectively, any notes, loans, other indebtedness (including letters of credit and reimbursement obligations with respect thereto) or Hedging Obligations of MRC Global or any other Grantor that is secured on a subordinated basis to the Term Priority Lien Debt by a Subordinated Lien that was permitted to be incurred and so secured under each applicable Secured Document and with respect to which the requirements of Section 5.6 have been satisfied, and all notes, loans, other indebtedness or Hedging Obligations issued or incurred under any Refinancing thereof.
Subordinated Lien Debt. (as defined in the Intercreditor Agreement);
Subordinated Lien Debt means, to the extent issued or outstanding, any Indebtedness of the Issuer or Guarantors designated as such by the Issuer in writing to the ABL Collateral Agent, the First Lien Collateral Trustee and the Subordinated Lien Collateral Trustee; provided that: (a) on or before the date on which such Indebtedness is incurred, an officer’s certificate of the Issuer is delivered to the ABL Collateral Agent, the First Lien Collateral Trustee and the Subordinated Lien Collateral Trustee, designating such Indebtedness as “Subordinated Lien Debt” for the purposes of this Agreement, the ABL Documents, the First Lien Documents, the Second Lien Documents and the Subordinated Lien Documents, if any; (b) such Indebtedness is evidenced or governed by an indenture, credit agreement, loan agreement, note agreement, promissory note or other agreement or instrument that includes a Lien Priority Confirmation; (c) such Indebtedness is designated as “Subordinated Lien Debt” in accordance with the requirements of the First and Subordinated Lien Intercreditor Agreement and the Collateral Trust Agreement; and (d) at the time of the incurrence thereof, the applicable Subordinated Lien Debt may be incurred (and secured as contemplated in the First and Subordinated Lien Intercreditor Agreement and the Collateral Trust Agreement) without violating the terms of any ABL Document, First Lien Document, Second Lien Document or Subordinated Lien Document or causing any default thereunder.
Subordinated Lien Debt means the Parity Lien Debt.
Subordinated Lien Debt means Indebtedness issued by Company, an SPV Co-Issuer, and/or any Holdings, which may be guaranteed by any Credit Party or Parent and may be secured by Liens on Collateral granted in favor of the Subordinated Lien Collateral Agent (for the benefit of the holders of the Subordinated Lien Obligations) pursuant to the Subordinated Lien Debt Documents and the holders of which Indebtedness have a claim on such Collateral that is junior in priority to the claim of the Collateral Agent (for the benefit of the Secured Parties), as governed by the Intercreditor Agreement, (a) the terms of which do not provide for any scheduled or voluntary repayment, mandatory redemption or sinking fund obligation prior to the date that is six months following the later of the Term Loan Maturity Date and the Revolving Commitment Termination Date (other than as permitted by Section 6.5(g), customary acceleration rights after the occurrence of an event of default under such Indebtedness, and customary asset sale or change of control provisions requiring redemption or repurchase); (b) either (i) the covenants, events of default, guarantees and other terms of which (other than interest rate and redemption premiums (if applicable)), taken as a whole, are not more restrictive to the Credit Parties than those in this Agreement, or (ii) in the case of Indebtedness constituting high yield debt securities, Company shall have furnished to the Administrative Agent a certificate from an Authorized Officer of Company certifying that the terms of such Indebtedness are customary for high yield debt securities and/or to the extent such terms are not customary for high yield debt securities, such terms are not more restrictive to the Credit Parties than those in this Agreement; and (c) under which no Subsidiary of Company other than a Guarantor is a guarantor; provided that, in the case of any such Indebtedness, the Subordinated Lien Collateral Agent (as Subordinated Collateral Agent thereunder), the Collateral Agent, and the Credit Parties have duly executed and delivered the Intercreditor Agreement; provided further that, all such Indebtedness must be or become Subordinated Lien Debt (as such term is, or will be, defined in the Intercreditor Agreement); and provided further that, for the avoidance of doubt, in no event shall such Indebtedness have a first Lien on the Collateral. For the avoidance of doubt, (x) the secured parties under the Subordinated Lien Debt Documents may agree to further sub...
Subordinated Lien Debt. (as defined in the Intercreditor Agreement); provided, however, that notwithstanding any of the foregoing, no consensual Liens (other than Liens permitted under clauses (s), (v) and (bb) above, in the case of Securities Collateral or Chinese Subsidiary Equity Interests, and clauseclauses (h) and (hh) above (to the extent permitted thereby), in the case of Accounts or Inventory) shall be permitted to exist, directly or indirectly, on any Securities Collateral or any Chinese Subsidiary Equity Interests, or on any Accounts or Inventory of any Borrower, Borrowing Base Guarantor or other Company organized or conducting business in, or having assets located in, a Principal Jurisdiction, other than Liens granted pursuant to the applicable Security Documents and so long as such Lien is also granted pursuant to the applicable Security Documents, the Pari Passu Security Documents, or any agreement, document or instrument pursuant to which any Lien is granted securing any Additional Senior Secured Indebtedness, Permitted First Priority Refinancing Debt, Permitted Second Priority Refinancing Debt or Junior Secured Indebtedness. Any reference in this Agreement or any of the other Loan Documents to a Lien permitted by this Agreement is not intended to subordinate or postpone, and shall not be interpreted as subordinating or postponing, or as an agreement to subordinate or postpone, any Lien created by any of the Loan Documents to any Lien permitted hereunder.