Additional Intercreditor Agreements Clause Samples
The "Additional Intercreditor Agreements" clause establishes the requirement or procedure for entering into further agreements between multiple creditors who have interests in the same borrower or collateral. In practice, this clause may specify when and how new intercreditor agreements can be added, who must consent, and how these agreements interact with existing arrangements. Its core function is to ensure that the rights and priorities of all creditors remain clear and enforceable as new lenders or financing arrangements are introduced, thereby preventing disputes and maintaining orderly creditor relations.
Additional Intercreditor Agreements. (A) At the request of the Issuer, at the time of, or prior to, the incurrence of any Indebtedness that is expressly permitted under this Indenture to share the Collateral or that is otherwise permitted to be incurred under this Indenture, the Issuer, the relevant Subsidiary Guarantors, the Trustee and the Collateral Agent will (without the consent of Holders), to the extent authorized and permitted under the then-existing applicable Intercreditor Agreement(s), enter into such amendments, supplements or agreements as necessary to add the obligees of such Indebtedness and/or any representative(s) thereof as party to the applicable Intercreditor Agreement(s), or an additional intercreditor agreement (each such agreement, an “Additional Intercreditor Agreement”); provided that such amendments, supplements, agreements or such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or the Collateral Agent or adversely affect the rights, duties, liabilities or immunities of the Trustee or the Collateral Agent under the Indenture or any Intercreditor Agreement.
(B) At the written direction of the Issuer and without the consent of the Holders, the Trustee and the Collateral Agent, to the extent authorized and permitted under the applicable Intercreditor Agreement, shall upon the written direction of the Issuer from time to time enter into one or more Additional Intercreditor Agreements or amendments or supplements of the Intercreditor Agreement(s) to: (1) cure any ambiguity, omission, defect or inconsistency therein; (2) increase the amount of Indebtedness permitted to be incurred or issued under this Indenture of the types covered thereby that may be incurred by the Issuer or any other Note Party that is subject thereto (including the addition of provisions relating to new Indebtedness); (3) add Subsidiary Guarantors thereto; (4) further secure the Notes (including any Additional Notes); (5) allow any successor Trustee and/or Collateral Agent to accede as a party thereto; or (6) make any other such change thereto that does not adversely affect the rights of holders of the Notes in any material respect; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or the Collateral Agent or adversely affect the rights, duties, liabilities or immunities of the Trustee or the Collateral Agent under the Indenture or the Intercreditor Agreements.
(C) In executing any execution of the Add...
Additional Intercreditor Agreements. Subject to Section 8.1(b) of this Agreement, each party hereto agrees that the First Lien Claimholders (as among themselves) and the Second Lien Claimholders (as among themselves) may each enter into intercreditor agreements (or similar arrangements) with the applicable First Lien Collateral Agents or Second Lien Collateral Agents, as the case may be, governing the rights, benefits and privileges as among the First Lien Claimholders in respect of any or all of the First Lien Collateral, this Agreement and the First Lien Collateral Documents or as among the Second Lien Claimholders in respect of any or all of the Second Lien Collateral, this Agreement or the Second Lien Collateral Documents, as the case may be, including as to the application of proceeds of any Collateral, voting rights, control of any Collateral and waivers with respect to any Collateral, in each case so long as the terms thereof do not violate or conflict with the terms of this Agreement or the ABL Documents or the First Lien Documents or the Second Lien Documents, as applicable. In any event, if a respective intercreditor agreement (or similar arrangement) exists, the provisions thereof shall not be (or be construed to be) an amendment, modification or other change to this Agreement or any other ABL Document, First Lien Document or Second Lien Document, and the provisions of this Agreement and the other ABL Documents, First Lien Documents and Second Lien Documents shall remain in full force and effect in accordance with the terms hereof and thereof (as such provisions may be amended, modified or otherwise supplemented from time to time in accordance with the terms thereof, including to give effect to any intercreditor agreement (or similar arrangement)).
Additional Intercreditor Agreements. Each party hereto agrees that the Senior Secured Parties and/or the Senior Representatives (as among themselves) and the Junior Priority Debt Parties and/or the Junior Representatives (as among themselves) may each enter into the First Lien Intercreditor Agreement and/or any other intercreditor agreement governing the rights, benefits and privileges as among the Senior Class Debt Parties or the Junior Priority Debt Parties, as the case may be, in respect of the Collateral, this Agreement and the other Senior Collateral Documents or Junior Priority Collateral Documents, as the case may be, including as to application of Proceeds of the Collateral, voting rights, control of the Collateral and waivers with respect to the Collateral, in each case so long as the terms thereof do not violate or conflict with the provisions of this Agreement or the other Senior Debt Documents or Junior Priority Debt Documents, as the case may be (or unless the applicable Senior Class Debt Parties or Junior Priority Debt Parties otherwise authorize their applicable Representative to enter into any such intercreditor arrangement).
Additional Intercreditor Agreements. Notwithstanding anything to the contrary contained in this Agreement, each party hereto agrees that the Term Secured Parties (as among themselves) may enter into intercreditor agreements (or similar arrangements) with the relevant Term Agents governing the rights, benefits and privileges of Term Secured Parties with respect to the Term Obligations or a portion thereof (as among themselves), in respect of any or all of the Collateral and the applicable Term Documents, including as to the application of Proceeds of any Collateral, voting rights, control of any Collateral and waivers with respect to any Collateral, in each case so long as the terms thereof do not violate or conflict with the provisions of this Agreement.
Additional Intercreditor Agreements. Each party hereto agrees that the First Lien Secured Parties and/or their Representatives (as among themselves) and the Second Lien Secured Parties and/or their Representatives (as among themselves) may each enter into the First Lien Parity Intercreditor Agreement and the Second Lien Parity Intercreditor Agreement, as applicable, or other intercreditor arrangements governing the rights, benefits and privileges as among the First Lien Secured Parties or the Second Lien Secured Parties, as the case may be, in respect of the Collateral, this Agreement and the other First Lien Security Documents or Second Lien Security Documents, as the case may be, including as to application of proceeds of the Collateral, voting rights, control of the Collateral and waivers with respect to the Collateral, in each case so long as the terms thereof do not violate or conflict with the provisions of this Agreement.
Additional Intercreditor Agreements. Each party hereto agrees that the First Lien Secured Parties and/or their Representatives (as among themselves) and the Second Lien Secured Parties and/or their Representatives (as among themselves) may each enter into the ABL Intercreditor Agreement, the First Lien Parity Intercreditor Agreement and the Second Lien Parity Intercreditor Agreement, as applicable, or other intercreditor arrangements governing the rights, benefits and privileges as among the First Lien Secured Parties or the Second Lien Secured Parties, as the case may be, in respect of the Collateral, this Agreement and the other First Lien Security Documents or Second Lien Security Documents, as the case may be, including as to application of proceeds of the Collateral, voting rights, control of the Collateral and waivers with respect to the Collateral, in each case so long as the terms of such other intercreditor arrangements do not violate or conflict with the provisions of this Agreement or the other First Lien Loan Documents or Second Lien Debt Documents, as the case may be (or unless the applicable First Lien Secured Parties or Second Lien Secured Parties otherwise authorize their applicable Representative to enter into any such intercreditor arrangement).
Additional Intercreditor Agreements. (a) At the request of the Issuer and upon delivery of an Officers’ Certificate and an Opinion of Counsel to the Trustee, at the time of, or prior to, the Incurrence of any Debt that is permitted to share the Collateral, the Issuer, the relevant Guarantors, the Trustee and the Security Agent will enter into an Additional Intercreditor Agreement on terms substantially similar to the Intercreditor Agreement or an accession or amendment to the Intercreditor Agreement (which accession or amendment does not adversely affect the rights of the Holders), in each case without the consent of any Holder; provided that such Intercreditor Agreement or Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or the Security Agent or adversely affect the rights, duties, liabilities or immunities of the Trustee under this Indenture or the Intercreditor Agreement.
(b) Each Holder, by accepting such Note, will be deemed to have agreed to and accepted the terms and conditions of each such Intercreditor Agreement, Additional Intercreditor Agreement or accession or amendment to the Intercreditor Agreement, and the Trustee or the Security Agent will not be required to seek the consent of any Holders to perform its obligations under and in accordance with this covenant.
Additional Intercreditor Agreements. The Administrative Agent shall be authorized to enter into, from time to time on and after the November 2006 Amendment Effective Date, without the consent of any Lender, amendments to, and amendments and restatements of, any Intercreditor Agreement and/or Dutch Security Document and additional and replacement intercreditor agreements and/or Dutch Security Documents, in each case in order to effect the subordination of (in the case of Second Priority Liens), provide for pari passu treatment (in the case of Liens securing First Lien Notes on the Collateral ranking pari passu with the Liens securing the U.S. Obligations) and to provide for certain additional rights, obligations and limitations in respect of, (a) any Liens required by the terms of this Agreement to be Second-Priority Liens or other Liens junior to the Obligations and (b) Liens securing any First Lien Notes on the Collateral ranking pari passu with the Liens securing the U.S. Obligations, that are, in each case, incurred in accordance with Article VI of this Agreement, and to establish certain relative rights as between the holders of the Obligations (as defined in the Collateral Agreement) and the holders of the Indebtedness secured by such (x) Second-Priority Liens or other Liens junior to the Obligations or (y) Liens securing any First Lien Notes on the Collateral ranking pari passu with the Liens securing the U.S. Obligations; provided that the terms of such subordination and such rights, obligations, limitations and relative rights are not materially less favorable to the Lenders than those set forth in the Dutch Security Documents, New 1-1/2 Lien Intercreditor Agreement, the First Lien Intercreditor Agreement or the Existing Second Lien Intercreditor Agreement, as applicable.
Additional Intercreditor Agreements. The Administrative Agent shall be authorized to enter into, from time to time on and after the Amendment Effective Date, without the consent of any Lender, amendments to, and amendments and restatements of, any Intercreditor Agreement and additional and replacement intercreditor agreements, in each case in order to effect the subordination of, and to provide for certain additional rights, obligations and limitations in respect of, any Liens required by the terms of this Agreement to be Second-Priority Liens or other Liens junior to the Obligations that are incurred in accordance with Article VI of this Agreement, and to establish certain relative rights as between the holders of the Obligations (as defined in the Collateral Agreement) and the holders of the Indebtedness secured by such Second-Priority Liens or other Liens junior to the Obligations; provided that the terms of such subordination and such rights, obligations, limitations and relative rights are not materially less favorable to the Lenders than those set forth in the New Second Lien Intercreditor Agreement.
Additional Intercreditor Agreements. Each party hereto agrees that the Junior Priority Debt Parties and/or the Junior Representatives (as among themselves) may each enter into any other intercreditor agreement governing the rights, benefits and privileges as among the Junior Priority Debt Parties in respect of the Collateral, this Agreement and the other Junior Priority Collateral Documents, as the case may be, including as to application of Proceeds of the Collateral, voting rights, control of the Collateral and waivers with respect to the Collateral, in each case so long as the terms thereof do not violate or conflict with the provisions of this Agreement or Junior Priority Debt Documents, as the case may be (or unless Junior Priority Debt Parties otherwise authorize their applicable Representative to enter into any such intercreditor arrangement).