Common use of Additional Intercreditor Agreements Clause in Contracts

Additional Intercreditor Agreements. (a) At the request and direction of the Parent Guarantor and without the consent of the Holders, in connection with the incurrence by the Parent Guarantor or its Restricted Subsidiaries of any Permitted Debt, the Parent Guarantor, the relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the Holders (or their duly authorized representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement, in each case on substantially the same terms as the Intercreditor Agreement or terms not violating the terms 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 Guarantees and priority and release of the Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or Security Agent or, in the opinion of the Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Trustee or Security Agent under this Indenture or the Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request and direction of the Parent Guarantor and without the consent of the Holders, in connection with the incurrence Incurrence by the Parent Guarantor or its Restricted Subsidiaries of any Permitted Debt, the Parent Guarantor, the relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the Holders (or their duly authorized representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement, in each case on substantially the same terms as the Intercreditor Agreement or on terms not violating the terms 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 Guarantees and priority and release of the Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or Security Agent or, in the opinion of the Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Trustee or Security Agent under this Indenture or the Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request and direction of the Parent Guarantor and without the consent of the HoldersIssuer, in connection with the incurrence Incurrence by the Parent Guarantor Issuer or any of its Restricted Subsidiaries of (1) any Permitted DebtIndebtedness secured on Charged Property or as otherwise required or not prohibited herein; and (2) any Refinancing Indebtedness in respect of Indebtedness referred to in Section 12.05(a)(1), the Parent GuarantorIssuer, the relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the Holders 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, in each case Agreement on substantially the same terms as the Intercreditor Agreement (or terms not violating the terms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of materially less favorable to the Holders of the Notes in material respects (for such matters not covered by this Indenturetaken as a whole)), including containing substantially the same terms with respect to release of Note Guarantees and priority and release of the Security Interests; provided that (A) such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or the Security Agent or, in the reasonable opinion of the Trustee or the Security Agent, as applicable, adversely affect the rights, duties, liabilities liabilities, indemnities or immunities of the Trustee or the Security Agent under this Indenture Indenture, any Additional Intercreditor Agreement or the Intercreditor Agreement; and (B) if more than one such intercreditor agreement is outstanding at any time, the correlative terms of such intercreditor agreements must not conflict.

Additional Intercreditor Agreements. (a) At the request and direction of the Parent Guarantor and without the consent of the HoldersCompany, in connection with the incurrence Incurrence by the Parent Guarantor Company or its any Restricted Subsidiaries Subsidiary of (x) any Permitted DebtIndebtedness secured on collateral securing the ABL Facility or the Senior Secured Notes or as otherwise required herein and (y) any Refinancing Indebtedness in respect of Indebtedness referred to in the foregoing clause (x), the Parent GuarantorCompany, the relevant Restricted Subsidiaries, Subsidiaries and the Trustee and the Security Agent shall enter into with the Holders 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, in each case Agreement on substantially the same terms as the Intercreditor Agreement (or terms not violating the terms of this Indenture (for such matters covered by this Indenture) or terms not affecting adversely the rights of materially less favorable to the Holders of the Notes in material respects (for such matters not covered by this Indenturetaken as a whole)), including containing substantially the same terms with respect to release of Guarantees and priority and release of the Security InterestsNotes Guarantees; provided that (1) such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or Security Agent or, in the opinion of the Trustee or Security Agent, as applicableTrustee, adversely affect the rights, duties, liabilities liabilities, indemnities or immunities of the Trustee or Security Agent under this Indenture or 115 Indenture, the Intercreditor AgreementAgreement or any Additional Intercreditor Agreement and (2) if more than one such intercreditor agreement is outstanding at any time, the correlative terms of such intercreditor agreements must not conflict.

Additional Intercreditor Agreements. (a) At a)At the request and direction of the Parent Guarantor and without the consent of the Holders, in connection with the incurrence by the Parent Guarantor or its Restricted Subsidiaries of any Permitted Debt, the Parent Guarantor, the relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the Holders (or their duly authorized representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing Intercreditor Agreement, in each case on substantially the same terms as the Intercreditor Agreement or terms not violating the terms 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 Guarantees and priority and release of the Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or Security Agent or, in the opinion of the Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Trustee or Security Agent under this Indenture or the Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request and direction of the Parent Guarantor and without the consent of the Holders, in In connection with the incurrence Incurrence of any Indebtedness by the Parent Guarantor Company or any of its Restricted Subsidiaries of any Permitted Debt, that is permitted to share the Parent Guarantor, the relevant Restricted SubsidiariesCollateral, the Trustee and the Security Agent shall shall, at the request of the Company, enter into with the Holders Company, the relevant Restricted Subsidiaries and the holders of such Indebtedness (or their duly authorized representatives) an one or more intercreditor agreement agreements or deeds (including a restatement, replacement, amendment or other modification of the Intercreditor Agreement) (an “Additional Intercreditor Agreement”) or a restatement), amendment or other modification of the existing Intercreditor Agreement, in each case on substantially the same terms as the Intercreditor Agreement (or terms that are not violating materially less favorable to the terms of this Indenture (for such matters covered by this IndentureHolders) or terms not affecting adversely the rights and substantially similar as applies to sharing of the Holders proceeds of the Notes in material respects (for such matters not covered by this Indenture)security and enforcement of security, including containing substantially the same terms with respect to release of Guarantees and priority and release of the Security Interestssecurity; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or Security Agent or, in the opinion of the Trustee or Security Agent, as applicable, adversely affect the personal rights, duties, liabilities liabilities, indemnification or immunities of the Trustee or the Security Agent under this Indenture or the Intercreditor Agreement. In connection with the foregoing, the Company shall furnish to the Trustee such documentation in relation thereto as it may reasonably require. As used herein, a reference to the Intercreditor Agreement will also include any Additional Intercreditor Agreement.

Additional Intercreditor Agreements. (a) At the request and direction of the Parent Guarantor and without the consent of the HoldersBorrower, in connection with the incurrence 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, the Parent Guarantor or its a Restricted Subsidiaries of any Permitted DebtSubsidiary, the Parent Guarantor, the relevant Restricted Subsidiaries, the Trustee Administrative Agent and the Security Collateral Agent shall enter into with the Holders 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, in each case Agreement on substantially the same terms as the any Intercreditor Agreement or (or, as determined in good faith by the Borrower, terms not violating materially less favorable to the terms 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 IndentureLenders), including containing substantially the same terms with respect to release of Loan Guarantees and priority and release of the Security InterestsLiens over Collateral (or, as determined in good faith by the Borrower, terms not materially less favorable to the Lenders, it being understood that such restatement, amendment or other modification to provide for subordinated security interests will be deemed not to be materially less favorable to the Lenders); provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee Administrative Agent or Security Collateral Agent or, in the opinion of the Trustee Administrative Agent or Security Collateral Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Trustee Administrative Agent or Security Collateral Agent under this Indenture Agreement or the any Intercreditor Agreement. For the avoidance of doubt, subject to the first sentence of this Section 4.12(a) and Section 4.12(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 Section 4.06).

Additional Intercreditor Agreements. (a) At a)At the request and direction of the Parent Guarantor and without the consent of the Holders, in connection with the incurrence by the Parent Guarantor or its Restricted Subsidiaries of any Permitted Debt, the Parent Guarantor, the relevant Restricted Subsidiaries, the Trustee and the Security Agent shall enter into with the Holders (or their duly authorized representatives) an intercreditor agreement (an “Additional Intercreditor Agreement”) or a restatement, amendment or other modification of the existing ​ ​ Intercreditor Agreement, in each case on substantially the same terms as the Intercreditor Agreement or terms not violating the terms 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 Guarantees and priority and release of the Security Interests; provided that such Additional Intercreditor Agreement will not impose any personal obligations on the Trustee or Security Agent or, in the opinion of the Trustee or Security Agent, as applicable, adversely affect the rights, duties, liabilities or immunities of the Trustee or Security Agent under this Indenture or the Intercreditor Agreement.