Common use of Additional Debt Facilities Clause in Contracts

Additional Debt Facilities. (a) To the extent, but only to the extent, permitted by the provisions of the then extant Senior Debt Documents and the Second Priority Debt Documents, the Borrower may incur or issue and sell one or more Series of Additional Second Priority Debt and one or more Series of Additional Senior Debt. Any such additional Series of Additional Second Priority Debt may be secured by a second priority, subordinated Lien on Shared Collateral, in each case under and pursuant to the relevant Second Priority Collateral Documents for such Additional Second Priority Debt, if and subject to the condition that the Representative of any such Additional Second Priority Debt (each, an “Additional Second Priority Debt Representative”), acting on behalf of the holders of such Additional Second Priority Debt, becomes a party to this Agreement by satisfying conditions (i) through (iii), as applicable, of subsection (b) below. Any such Additional Senior Debt may be secured by a senior Lien on Shared Collateral, in each case under and pursuant to the Senior Collateral Documents, if and subject to the condition that the Representative of any such Senior Debt (each, an “Additional Senior Debt Representative”; and the Additional Senior Debt Representatives and the Additional Second Priority Debt Representatives, collectively, the “Additional Debt Representatives”), acting on behalf of the holders of such Senior Debt, becomes a party to this Agreement by satisfying the conditions set forth in clauses (i) through (iii), as applicable, of subsection (b) below.

Additional Debt Facilities. (a) To the extent, but only to the extent, permitted by the provisions of the then extant Senior Debt Documents and the Second Priority Debt Documents, the any Borrower may incur or issue and sell one or more Series series or classes of Additional Second Priority Debt and one or more Series series or classes of Additional Senior Debt. Any such additional Series of Additional Second Priority Debt may be secured by a second priority, subordinated Lien on Shared Collateral, in each case under and pursuant to the relevant Second Priority Collateral Documents for such Additional Second Priority Debt, if and subject to the condition that the Representative of any such Additional Second Priority Debt (each, an “Additional Second Priority Debt Representative”), acting on behalf of the holders of such Additional Second Priority DebtDebt (such Representative and holders in respect of any Additional Second Priority Debt being referred to as the “Additional Second Priority Debt Parties”), becomes a party to this Agreement by satisfying conditions (i) through (iii), as applicable, of subsection (b) belowthe immediately succeeding paragraph. Any such Additional Senior Debt may be secured by a senior Lien on Shared Collateral, in each case under and pursuant to the relevant Senior Collateral Documents, if and subject to the condition that the Representative of any such Senior Debt (each, an “Additional Senior Debt Representative”; and the Additional Senior Debt Representatives and the Additional Second Priority Debt Representatives, collectively, the “Additional Debt Representatives”)Debt, acting on behalf of the holders of such Additional Senior DebtDebt Parties, becomes a party to this Agreement by satisfying the conditions set forth in clauses (i) through (iii), as applicable, of subsection (b) below.the immediately succeeding paragraph. In order for a Representative to become a party to this Agreement:

Additional Debt Facilities. (a) To the extent, but only to the extent, permitted to be so incurred and, secured, by the provisions of this Agreement (including Section 5.2 hereof) and the then extant Senior First Lien Debt Documents and Second Lien Debt Documents that will remain outstanding following the Second Priority establishment of the applicable Additional Debt DocumentsFacility or Additional Debt Facilities, the Borrower or any other Credit Party may incur or issue and sell establish one or more Series of Additional Second Priority Debt and one or more Series of Additional Senior DebtFacilities. Any such additional Series of Additional Second Priority Lien Debt Facility may be secured by a second priority, subordinated Second Priority Lien on Shared Collateral, in each case under and pursuant to the relevant Second Priority Lien Collateral Documents for such Additional Second Priority DebtLien Debt Facility, if and subject to the condition that the Representative of any such relevant Additional Second Priority Debt (each, an “Additional Second Priority Debt Representative”)Lien Agent, acting on behalf of the holders of such Additional Second Priority DebtLien Secured Parties, becomes a party to this Agreement by satisfying conditions set forth in clauses (i) through (iii), as applicable, of subsection (bSection 7.6(b) belowhereof. Any such Additional Senior First Lien Debt Facility may be secured by a senior First Priority Lien on Shared Collateral, in each case under and pursuant to the Senior relevant First Lien Collateral DocumentsDocuments for such Additional First Lien Debt Facility, if and subject to the condition that the Representative of any such Senior Debt (each, an “relevant Additional Senior Debt Representative”; and the Additional Senior Debt Representatives and the Additional Second Priority Debt Representatives, collectively, the “Additional Debt Representatives”)First Lien Agent, acting on behalf of the holders of such Senior DebtAdditional First Lien Secured Parties, becomes a party to this Agreement by satisfying the conditions set forth in clauses (i) through (iii), as applicable, of subsection (bSection 7.6(b) belowhereof.

Additional Debt Facilities. (a) To the extent, but only to the extent, permitted to be so incurred and, if applicable, secured, by the provisions of the then extant outstanding Senior Priority Debt Documents and the Second Priority Debt Documents, the Borrower Borrower, Holdings or any other Grantor may incur or issue and sell one or more Series series or classes of Additional Second Priority Debt and one or more Series series or classes of Additional Senior Priority Debt. Any such additional Series class or series of Additional Second Priority Debt may be secured by a second junior priority, subordinated Lien on Shared Collateral, in each case under and pursuant to the relevant Second Priority Collateral Documents for such Additional Second Priority Debt, if and subject to the condition that the Representative of any such relevant Additional Second Priority Debt (each, an “Additional Second Priority Debt Representative”), acting on behalf of the holders of such Additional Second Priority DebtSecured Parties, becomes a party to this Agreement by satisfying conditions (i) through (iii), as applicable, of subsection (bthe immediately succeeding paragraph and Section 8.09(b) belowhereof. Any such additional class or series of Additional Senior Priority Debt may be secured by a senior Lien on Shared Collateral, in each case under and pursuant to the relevant Senior Priority Collateral DocumentsDocuments for such Additional Senior Priority Debt, if and subject to the condition that the Representative of any such Senior Debt (each, an “relevant Additional Senior Debt Priority Representative”; and the Additional Senior Debt Representatives and the Additional Second Priority Debt Representatives, collectively, the “Additional Debt Representatives”), acting on behalf of the holders of such Additional Senior DebtSecured Parties, becomes a party to this Agreement by satisfying the conditions set forth in clauses (i) through (iii), as applicable, of subsection (b) below.the immediately succeeding paragraph. In order for an Additional Debt Representative to become a party to this Agreement:

Additional Debt Facilities. (a) To the extent, but only to the extent, permitted by the provisions of the then extant outstanding Senior Debt Documents and the Second Priority Debt Documents, Second Priority Debt Documents and ABL Debt Documents, the Borrower Borrower, Holdings or any other Grantor may incur or issue and sell one or more Series series or classes of Additional Second Priority Debt and one or more Series series or classes of Additional Senior Priority Debt. Any such additional Series class or series of Additional Second Priority Debt may be secured by a second junior priority, subordinated Lien on Shared Collateral, in each case under and pursuant to the relevant Second Priority Collateral Documents for such Additional Second Priority Debt, if and subject to the condition that the Representative of any such relevant Additional Second Priority Debt (each, an “Additional Second Priority Debt Representative”), acting on behalf of the holders of such Additional Second Priority DebtSecured Parties, becomes a party to this Agreement by satisfying conditions (i) through (iii), as applicable, of subsection (bthe immediately succeeding paragraph, and Section 8.09(b) belowhereof. Any such additional class or series of Additional Senior Priority Debt may be secured by a senior Lien on Shared Collateral, in each case under and pursuant to the relevant Senior Priority Collateral DocumentsDocuments for such Additional Senior Priority Debt, if and subject to the condition that the Representative of any such Senior Debt (each, an “relevant Additional Senior Debt Priority Representative”; and the Additional Senior Debt Representatives and the Additional Second Priority Debt Representatives, collectively, the “Additional Debt Representatives”), acting on behalf of the holders of such Additional Senior DebtSecured Parties, becomes a party to this Agreement by satisfying the conditions set forth in clauses (i) through (iii), as applicable, of subsection (bthe immediately succeeding paragraph, and Section 8.09(b) below.hereof. In order for an Additional Debt Representative to become a party to this Agreement:

Additional Debt Facilities. (a) To the extent, but only to the extent, permitted to be so incurred and, if applicable, secured, by the provisions of the then extant outstanding Senior Priority Debt Documents and the Second Priority Debt Documents, the Borrower Borrower, Holdings or any other Grantor may incur or issue and sell one or more Series series or classes of Additional Second Priority Debt and one or more Series series or classes of Additional Senior Priority Debt. Any such additional Series class or series of Additional Second Priority Debt may be secured by a second junior priority, subordinated Lien on Shared Collateral, in each case under and pursuant to the relevant Second Priority Collateral Documents for such Additional Second Priority Debt, if and subject to the condition that the Representative of any such relevant Additional Second Priority Debt (each, an “Additional Second Priority Debt Representative”), acting on behalf of the holders of such Additional Second Priority DebtSecured Parties, becomes a party to this Agreement by satisfying conditions (i) through (iii), as applicable, of subsection (bthe immediately succeeding paragraph and Section 8.09(b) belowhereof. Any such additional class or series of Additional Senior Priority Debt may be secured by a senior Senior Lien on Shared Collateral, in each case under and pursuant to the relevant Senior Priority Collateral DocumentsDocuments for such Additional Senior Priority Debt, if and subject to the condition that the Representative of any such Senior Debt (each, an “relevant Additional Senior Debt Priority Representative”; and the Additional Senior Debt Representatives and the Additional Second Priority Debt Representatives, collectively, the “Additional Debt Representatives”), acting on behalf of the holders of such Additional Senior DebtSecured Parties, becomes a party to this Agreement by satisfying the conditions set forth in clauses (i) through (iii), as applicable, of subsection (b) below.the immediately succeeding paragraph. In order for an Additional Debt Representative to become a party to this Agreement: