Common use of Additional Intercreditor Agreements Clause in Contracts

Additional Intercreditor Agreements. (a) At the request of the Borrower, in connection with the Incurrence by the Borrower or a Restricted Subsidiary of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower or a Restricted Subsidiary, the Administrative Agent and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien).

Additional Intercreditor Agreements. (a) At the request of the BorrowerIssuer, in connection with the Incurrence by the Borrower Company or a Restricted Subsidiary of any Indebtedness that is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower Company, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent Trustee and the Notes Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders), including containing substantially the same terms with respect to release of Loan Note Guarantees and priority and release of the Liens over the Notes Notes Collateral (or terms not materially less favorable to the LendersHolders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Notes Security Agent or, in the opinion of the Administrative Agent Trustee or Notes Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent Trustee or Notes Security Agent under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) foregoing and Section 4.13(b)the succeeding paragraph, any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Notes Collateral pursuant to the definition of Permitted Collateral Lien).

Additional Intercreditor Agreements. (a) At the request of the BorrowerCompany, in connection with the Incurrence by the Borrower Company or a any Restricted Subsidiary of (x) any Indebtedness that is permitted secured on Collateral or as otherwise required herein and (y) any Refinancing Indebtedness in respect of Indebtedness referred to share in the Collateral pursuant to the definition of Permitted Collateral Liensforegoing clause (x), the Borrower or a Restricted SubsidiaryCompany, the Administrative Agent relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the LendersHolders (taken as a whole)), including containing substantially the same terms with respect to release of Loan Notes Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that (1) such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent Trustee or Security Agent or, in the opinion of the Administrative Agent Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities liabilities, indemnities or immunities of the Administrative Agent Trustee or Security Agent under this Indenture, the Intercreditor Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect and (2) if more than one such intercreditor agreement is outstanding at any time, the correlative terms of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien)intercreditor agreements must not conflict.

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries and the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien).

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent and relevant Restricted Subsidiaries, the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the Holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Guarantees; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien).

Additional Intercreditor Agreements. (a) At a)At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent and relevant Restricted Subsidiaries, the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the Holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Guarantees; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security AgentTrustee, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien).

Additional Intercreditor Agreements. (a) At the request of the Borrower, in connection with the Incurrence by the Borrower Company or a Restricted Subsidiary of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral Liens, the Borrower Company, the Parent Guarantor or a Restricted Subsidiary, the Administrative Agent and the Security Agent shall enter into with the holders of such Indebtedness (or their duly authorized Representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to the Lenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable favourable to the Lenders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent or, in the opinion of the Administrative Agent or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent under this Agreement or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien).

Additional Intercreditor Agreements. (a) At the request and direction of the BorrowerParent Guarantor and without the consent of the Holders, in connection with the Incurrence by the Borrower Parent Guarantor or a its Restricted Subsidiary Subsidiaries of any Indebtedness that is permitted to share the Collateral pursuant to the definition of Permitted Collateral LiensDebt, the Borrower or a Restricted SubsidiaryParent Guarantor, the Administrative Agent relevant Restricted Subsidiaries and the Security Agent Trustee shall enter into with the holders of such Indebtedness Holders (or their duly authorized Representativesrepresentatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms not materially less favorable to violating the Lendersterms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of the holders of the Notes in material respects (for such matters not covered by this Indenture), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Liens over Collateral (or terms not materially less favorable to the Lenders)Guarantees; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Administrative Agent or Security Agent Trustee or, in the opinion of the Administrative Agent or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities or immunities of the Administrative Agent or Security Agent Trustee under this Agreement Indenture or the Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.13(a) and Section 4.13(b), any such Additional Intercreditor Agreement may provide for pari passu or subordinated security interests in respect of any such Indebtedness (to the extent such Indebtedness is permitted to share the Collateral pursuant to the definition of Permitted Collateral Lien).