Anti-Layering Sample Clauses

Anti-Layering. The Company shall not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Senior Debt of the Company and senior in any respect in right of payment to the Notes. No Guarantor shall incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to the Senior Debt of such Guarantor and senior in any respect in right of payment to such Guarantor's Subsidiary Guarantee.

Anti-Layering. The Company shall not Incur, and shall not permit any Subsidiary Guarantor or JV Subsidiary Guarantor to Incur, any Indebtedness if such Indebtedness is contractually subordinated in right of payment to any other Indebtedness of the Company, such Subsidiary Guarantor or such JV Subsidiary Guarantor, as the case may be, unless such Indebtedness is also contractually subordinated in right of payment to the Notes, the applicable Subsidiary Guarantee or the applicable JV Subsidiary Guarantee, on substantially identical terms. This does not apply to distinctions between categories of Indebtedness that exist by reason of any Liens or Guarantees securing or in favor of some but not all of such Indebtedness.

Anti-Layering. The Borrower shall not, and shall not permit any Guarantor to create, incur, assume or suffer to exist (x) Indebtedness (including Indebtedness acquired or assumed as part of an acquisition) that is contractually subordinated or junior in right of payment to any Indebtedness of the Borrower or such Guarantor, as the case may be, unless such Indebtedness is expressly subordinated in right of payment to the Loans or the applicable Guarantor’s guarantee of the Loans to the extent and in the same manner as such Indebtedness is subordinated in right of payment to other Indebtedness of the Borrower or such Guarantor, as the case may be, or (y) any Indebtedness that is secured and which is, by its express terms, subordinated as to rights to receive, or subject to turnover of, payments or proceeds of collateral to any other Indebtedness of the Borrower or such Guarantor secured in whole or in part by the same collateral (including any “first-loss” or “last-out” tranche under the First Lien Loan Documents or the documentation governing any other first lien facilities), unless both (1) such Indebtedness ranks pari passu or junior in right of payment to the Loans and (2) the liens securing such Indebtedness rank pari passu or junior to the liens securing the Loans.

Anti-Layering. The security of the transaction reflects security or a guarantee that is deemed as 0xx xxxx, xxxxxxxxx xxxx, structurally subordinated, unsecured or preferred (i.e. junior capital) including Passive Preferred Sales whereby the underlying downstream assets are encumbered by another class of creditors or preferred equity investors, provided, however, that the following shall be permitted (subject to satisfying all other requirements under this Appendix A including (i), (iii), and (iv)): • Debt transactions commonly known as “back-leverage” whereby the lender is subordinated to tax equity, and • “B” and “C” tranches related to securitizations For the avoidance of doubt, (x) no debt shall be incurred by Borrower or any other subsidiary of SEC which sits between SEC and any other class of creditors of any Asset Pool, whether Wholly-Owned Assets or Partially-Owned Assets, (y) the security of the transaction may not include a lien on any assets that are pledged to the Lender as security for the Facility and (z) the Borrower shall be permitted to do Passive Preferred Sales (and other preferred equity sales) so long as they are treated and qualified as Permitted Asset Sales. The Borrower will not permit any subsidiary to enter into any financing after the Closing Date that contains a change of control or assignment provision that would be triggered by a foreclosure on the equity interests in SEC.

Anti-Layering. The Company and the Parent shall not, and shall not permit any Guarantor to, incur, directly or indirectly, any Financial Indebtedness that is subordinated in right of payment to any Financial Indebtedness of the Company or such Guarantor, as the case may be, unless the Financial Indebtedness so incurred is subordinated in right of payment to, the Notes or the relevant Note Guarantee, as the case may be. Unsecured Financial Indebtedness will not be deemed to be subordinated in right of payment to secured Financial Indebtedness solely because it is unsecured, and Financial Indebtedness that is not guaranteed by a particular Person is not deemed to be subordinated in right of payment to Financial Indebtedness that is so guaranteed solely because it is not so guaranteed.

Anti-Layering. The Issuers shall not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Senior Debt of either of the Issuers and senior in any respect in right of payment to the Notes. No Subsidiary Guarantor shall incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Senior Debt of such Subsidiary Guarantor and senior in any respect in right of payment to such Subsidiary Guarantor's Guarantee.

Anti-Layering. Notwithstanding the foregoing, the Borrower will not, and will not permit any Subsidiary to, incur, create, assume or suffer to exist any Debt if such Debt is subordinate or junior in ranking in right of payment to the Senior Revolving Credit Agreement, unless such Debt is expressly subordinated in right of payment to the obligations under this Agreement.

Anti-Layering. The Company will not incur, and will not permit any Guarantor to incur, any Indebtedness that is contractually subordinated in right of payment to any other Indebtedness of the Company or such Guarantor unless such Indebtedness is also contractually subordinated in right of payment to the Notes and the applicable Note Guarantee on substantially identical terms.

Anti-Layering. The Company shall not incur any Indebtedness that is subordinated or junior in right of payment to any Indebtedness of the Company unless it is subordinated in right of payment to the Notes at least to the same extent. No Guarantor shall incur any Indebtedness that is subordinated or junior in right of payment to the Indebtedness of such Guarantor unless it is subordinated in right of payment to such Guarantor’s Note Guarantee at least to the same extent. For purposes of the foregoing, no Indebtedness will be deemed to be subordinated or junior in right of payment to any other Indebtedness of the Company or any Guarantor, as applicable, solely by reason of any Liens or Guarantees arising or created in respect thereof or by virtue of the fact that the holders of any secured Indebtedness have entered into intercreditor agreements giving one or more of such holders priority over the other holders in the collateral held by them.

Anti-Layering. Neither the Issuer nor any Guarantor may Incur any Indebtedness that is subordinate in right of payment to other Indebtedness of the Issuer or any Guarantor unless such Indebtedness is also subordinate in right of payment to the Notes or the relevant Note Guarantee on substantially identical terms. This does not apply to distinctions between categories of Indebtedness that exist by reason of any Liens or Guarantees securing or in favor of some but not all of such Indebtedness.