Common use of Additional Note Obligations Clause in Contracts

Additional Note Obligations. Subject to the terms and conditions of this Agreement and each Financing Document, the Obligors will be permitted from time to time to designate as an additional holder of Senior Note Obligations and/or Junior Note Obligations hereunder each Person that is, or that becomes or is to become, the holder of any Additional Note Obligations (or the Additional Note Obligations Agent in respect of such Additional Note Obligations). Upon the issuance or incurrence of any such Additional Note Obligations: ​ ​ ​ (a) The Borrowers shall deliver to each of the Collateral Agents a certificate of an authorized officer stating that the applicable Borrowers and/or Guarantors intend to enter or have entered into an Additional Note Obligations Agreement and certifying that the issuance or incurrence of such Additional Note Obligations and the Liens securing such Additional Note Obligations are permitted by the ABL Documents, the Senior Note Documents, the Junior Note Documents and each then existing Additional Senior Note Obligations Agreement and Additional Junior Note Obligations Agreement. Each of the Additional Note Obligations Agents, the ABL Agent, the Senior Note Agent and the Junior Note Agent shall be entitled to rely conclusively on the determination of the Borrower that such issuance and/or incurrence is permitted under the ABL Documents, the Senior Note Documents, the Junior Note Documents and each then existing Additional Senior Note Obligations Agreement and Additional Junior Note Obligations Agreement if such determination is set forth in such officer’s certificate delivered to the ABL Agent, the Senior Note Agent and the Junior Note Agent; provided, however, that such determination will not affect whether or not the Borrowers and the Guarantors have complied with their undertakings in the ABL Documents, the Senior Note Documents, the Junior Note Documents or any then existing Additional Senior Note Obligations Agreement or Additional Junior Note Obligation Agreement; ​ (b) the Additional Note Obligations Agent for such Additional Note Obligations shall execute and deliver to the ABL Agent, the Senior Note Agent and the Junior Note Agent a Joinder Agreement acknowledging that such Additional Note Obligations and the holders of such Additional Note Obligations shall be bound by the terms hereof to the extent applicable to the Secured Parties, and (c) the ABL Agent and each existing Note Agent shall promptly enter into such documents and agreements (including amendments, restatements, amendments and restatements, supplements or other modifications to this Agreement) as the ABL Agent or any existing Note Agent (but no other ABL Secured Party or Note Secured Party) or the Additional Note Obligations Agent may reasonably request in order to provide to it the rights, remedies and powers and authorities contemplated hereby, in each case consistent in all respects with the terms of this Agreement; provided that, for the avoidance of doubt and notwithstanding anything in this Agreement to the contrary, it is understood and agreed that any such amendment, restatement, amendment and restatement, supplement or other modification to this Agreement requested pursuant to this clause (c) may be entered into by the ABL Agent and the existing Note Agents without the consent of any other ABL Secured Party or Note Secured Party to effect the provisions of this Section 6.21 and may contain additional intercreditor terms applicable solely to the holders of such Additional Note Obligations vis-à-vis the holders of the relevant obligations hereunder or the holders of such Additional Note Obligations vis-à-vis the ABL Agent and the ABL Secured Parties or the Controlling Agent and the Note Secured Parties, as applicable. ​ ​ ​ ​

Additional Note Obligations. Subject to the terms and conditions of this Agreement and each Financing Document, the Obligors will be permitted from time to time to designate as an additional holder of Senior Note Obligations and/or Junior Note Obligations hereunder each Person that is, or that becomes or is to become, the holder of any Additional Note Obligations (or the Additional Note Obligations Agent in respect of such Additional Note Obligations). Upon the issuance or incurrence of any such Additional Note Obligations: ​ ​ ​: (a) The Borrowers shall deliver to each of the Collateral Agents a certificate of an authorized officer stating that the applicable Borrowers and/or Guarantors intend to enter or have entered into an Additional Note Obligations Agreement and certifying that the issuance or incurrence of such Additional Note Obligations and the Liens securing such Additional Note Obligations are permitted by the ABL Documents, the Senior Note Documents, the Junior Note Documents and each then existing Additional Senior Note Obligations Agreement and Additional Junior Note Obligations Agreement. Each of the Additional Note Obligations Agents, the ABL Agent, the Senior Note Agent and the Junior Note Agent shall be entitled to rely conclusively on the determination of the Borrower that such issuance and/or incurrence is permitted under the ABL Documents, the Senior Note Documents, the Junior Note Documents and each then existing Additional Senior Note Obligations Agreement and Additional Junior Note Obligations Agreement if such determination is set forth in such officer’s certificate delivered to the ABL Agent, the Senior Note Agent and the Junior Note Agent; provided, however, that such determination will not affect whether or not the Borrowers and the Guarantors have complied with their undertakings in the ABL Documents, the Senior Note Documents, the Junior Note Documents or any then existing Additional Senior Note Obligations Agreement or Additional Junior Note Obligation Agreement; ​; (b) the Additional Note Obligations Agent for such Additional Note Obligations shall execute and deliver to the ABL Agent, the Senior Note Agent and the Junior Note Agent a Joinder Agreement acknowledging that such Additional Note Obligations and the holders of such Additional Note Obligations shall be bound by the terms hereof to the extent applicable to the Secured Parties, and (c) the ABL Agent and each existing Note Agent shall promptly enter into such documents and agreements (including amendments, restatements, amendments and restatements, supplements or other modifications to this Agreement) as the ABL Agent or any existing Note Agent (but no other ABL Secured Party or Note Secured Party) or the Additional Note Obligations Agent may reasonably request in order to provide to it the rights, remedies and powers and authorities contemplated hereby, in each case consistent in all respects with the terms of this Agreement; provided that, for the avoidance of doubt and notwithstanding anything in this Agreement to the contrary, it is understood and agreed that any such amendment, restatement, amendment and restatement, supplement or other modification to this Agreement requested pursuant to this clause (c) may be entered into by the ABL Agent and the existing Note Agents without the consent of any other ABL Secured Party or Note Secured Party to effect the provisions of this Section 6.21 and may contain additional intercreditor terms applicable solely to the holders of such Additional Note Obligations vis-à-vis the holders of the relevant obligations hereunder or the holders of such Additional Note Obligations vis-à-vis the ABL Agent and the ABL Secured Parties or the Controlling Agent and the Note Secured Parties, as applicable. ​ ​ ​ ​.