Examples of Term DIP Agent in a sentence
Absent further order of this Court, the Debtors shall not create or permit to exist any post-petition liens or encumbrances on any of their assets or property except any post-petition liens allowed pursuant to the Term DIP Loan Documents, post-petition liens created in connection with the ABL DIP Facility and as otherwise agreed to by Term DIP Agent (acting at the direction of the Required Term DIP Lenders) in writing.
As further adequate protection for each of the Pre-Petition Secured Parties, the Debtors shall provide each Pre-Petition Agent with access to the Debtors’ books and records and such financial reports as are provided to the Term DIP Agent pursuant to Section 7.1 of the Term DIP Loan Agreement.
Further, the Debtors will provide to the Term DIP Agent, for the benefit of the Term DIP Lenders, such other reports and information as may be reasonably requested by the Term DIP Agent.
In the event of any such amendment, modification, termination or waiver, the Term DIP Agent shall provide notice thereof to the Pre-Petition Agents, the ABL DIP Agent, the Committee and the U.S. Trustee no less than three (3) days prior to the effective date thereof (or such shorter period as to which such parties may agree).
In the event of any use or sale of, or stay relief granted with respect to, the DIP Collateral (other than Term Collateral) to which the agent under the ABL DIP Facility consents, the Term DIP Agent (in its capacity as a holder of an interest in such DIP Collateral) shall not object or be entitled to seek adequate protection in connection therewith.
For the avoidance of doubt, the Carve-Out shall be senior to all liens and claims (including administrative and superpriority claims) securing the Term DIP Obligations and the Term Obligations, the Bridge Obligations, the Term Adequate Protection Liens and any other liens, security interests, and claims (including administrative and superpriority claims) granted herein to the Term Secured Parties, the Bridge Secured Parties, the Term DIP Agent or the Term DIP Lenders.
The Term DIP Facility was negotiated in good faith and at arms’ length among the Debtors, the Term DIP Agent and the Term DIP Lenders.
In all such litigation or the preparation therefor, subject to paragraph 32, the Term DIP Agent and the Term DIP Lenders shall be entitled to select their own counsel and, in addition to the foregoing indemnity, the Debtors agree to promptly pay the reasonable fees and expenses of such counsel.
The Debtors will promptly provide notice to the Term DIP Agent, for prompt distribution to the Term DIP Lenders, of any Material Adverse Effect (as defined in the Term DIP Loan Agreement).
The Term DIP Agent and the Senior Facility Pre-Petition Agent may conclusively rely on, and shall have no liability whatsoever in respect of, the representations and warranties made by, and the other information provided by, subscribers pursuant to the Procedures.