Prepetition Intercreditor Agreement Sample Clauses

Prepetition Intercreditor Agreement. Pursuant to that certain Intercreditor Agreement, dated as of October 22, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Prepetition Intercreditor Agreement”), and subject to the terms and conditions therein, the Prepetition Second Liens are junior and subordinate to the Prepetition First Liens on and in the Prepetition Collateral, in each case notwithstanding the date, manner or order of grant, attachment or perfection of any such liens and notwithstanding any provision of the Uniform Commercial Code or any other applicable law to the contrary.
Sample 1
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Prepetition Intercreditor Agreement. To the extent provided under section 510 of the Bankruptcy Code and other applicable non-bankruptcy law, the Prepetition Intercreditor Agreement (and any other subordination or intercreditor agreement) remains in full force and effect and is not, and shall not be deemed to be, amended, altered, impaired, or otherwise modified by this Final Order or by the consummation of the transactions contemplated hereby. Each of the Prepetition Secured Parties expressly reserves any and all claims, causes of action, defenses, rights and remedies it has or may have pursuant to the Prepetition Intercreditor Agreement or pursuant to any other lien release, inter-creditor or subordination agreement.
Sample 1
Prepetition Intercreditor Agreement. Intercreditor Agreement, dated as of May 2, 2013, among the Existing First Lien Agent and the Indenture Trustee (as amended, restated, supplemented or otherwise modified from time to time prior to the Petition Date, the “Prepetition Intercreditor Agreement”).
Sample 1
Prepetition Intercreditor Agreement. The MACH Gen Entities and the Prepetition Agents are parties to that certain Collateral Agency and Intercreditor Agreement dated as of December 5, 2006 (as amended, supplemented or otherwise modified from time to time, the “Intercreditor Agreement”), which governs the relative rights against the MACH Gen Entities of the Prepetition Secured Lenders in respect of the respective Prepetition Obligations and the Collateral. The Intercreditor Agreement remains in full force and effect in accordance with the terms thereof. By executing the RSA (and subject to the terms and conditions contained therein), each Second Lien Lender party thereto agreed, and all other Second Lien Lenders are deemed to have agreed and consented, that the First Lien Credit Agreement (as amended by the Prepetition First Lien Amendment), any use of Cash Collateral hereunder and under the Final Order, and the DIP Loan Documents shall constitute a “Refinancing First Lien Credit Agreement” “as Amended and Refinanced” pursuant to the Intercreditor Agreement, and that the First Lien Prepetition Obligations, any use of Cash Collateral and the DIP Obligations authorized by this Interim Order (and the Final Order), and under the DIP Loan Documents, are and shall continue to be treated as First Lien Obligations (as defined in the Intercreditor Agreement) for all purposes of the Intercreditor Agreement and the Financing Documents, including for purposes of the lien priorities and rights in respect of Collateral set forth therein, subject to the terms of this Interim Order. By executing the RSA, each Second Lien Lender party thereto has agreed, and all Second Lien Lenders are deemed to have agreed, for all purposes of the Intercreditor Agreement and the Financing Documents, to the MACH Gen Entities’ use of Cash Collateral and the incurrence of DIP Obligations authorized by this Interim Order (and the Final Order), and under the DIP Credit Agreement, and the MACH Gen Entities’ and First Lien Lenders’ entry into the Prepetition First Lien Amendment and the DIP Credit Agreement, and, in each case, the entry into the other documents related thereto and the transactions contemplated thereby.
Sample 1
Prepetition Intercreditor Agreement. As of the Petition Date, the Prepetition First Lien Secured Agent and the Prepetition Second Lien Agent were party to that certain Intercreditor and Subordination Agreement, dated as of October 29, 2018 (as amended, supplemented, amended and restated or otherwise modified from time to time prior to the date of this Interim Order, the “Prepetition Intercreditor Agreement”). The Prepetition Intercreditor Agreement governs the respective rights, interests, obligations, priority and positions of the Prepetition Secured Parties with respect to the Prepetition Collateral and the Prepetition Secured Obligations. The Obligors have acknowledged and agreed to recognize all rights granted to the parties to the Prepetition Intercreditor Agreement.
Sample 1

Related to Prepetition Intercreditor Agreement

  • Intercreditor Agreement By accepting a Note, each Holder is deemed to acknowledge that the obligations of the Company under the First Lien Credit Agreement and Refinancing Indebtedness in respect thereof are and shall be secured by Liens on assets of the Company and the other Grantors that constitute Collateral under the Security Documents and that the relative Lien priorities and other creditor rights of the Holders hereunder and the secured parties thereunder will be set forth in the Intercreditor Agreement. By accepting a Note, each Holder is deemed to acknowledge that it has received a copy of the Intercreditor Agreement. By accepting a Note, each Holder is deemed to (a) consent to the subordination of the Liens on the Collateral securing the Notes and the Subsidiary Guarantees on the terms set forth in the Intercreditor Agreement, authorize and direct the Trustee and the Collateral Agent to execute and deliver the Intercreditor Agreement and any documents relating thereto, in each case on behalf of such Holder and without any further consent, authorization or other action by such Holder, (c) agrees that, upon the execution and delivery thereof, such Holder will be bound by the provisions of the Intercreditor Agreement as if it were a signatory thereto and will take no actions contrary to the provisions of the Intercreditor Agreement and (d) agrees that no Holder shall have any right of action whatsoever against the Trustee or the Collateral Agent as a result of any action taken by the Trustee or the Collateral Agent pursuant to this Section 14.04 or in accordance with the terms of the Intercreditor Agreement. By accepting a Note, each Holder is deemed to further irrevocably authorize and direct the Trustee and the Collateral Agent (i) to take such actions as shall be required to release Liens on the Collateral in accordance with the terms of the Intercreditor Agreement and (ii) to enter into such amendments, supplements or other modifications to the Intercreditor Agreement in connection with any extension, renewal, refinancing or replacement of any Notes or any refinancing indebtedness in respect thereof as are reasonably acceptable to the Trustee and Collateral Agent to give effect thereto, in each case on behalf of such Holder and without any further consent, authorization or other action by such Holder. The Trustee and the Collateral Agent shall have the benefit of the provisions of Article Ten with respect to all actions taken by it pursuant to this Section 14.04 or in accordance with the terms of the Intercreditor Agreement to the full extent thereof.

  • Intercreditor Agreements The Lenders and the other Secured Parties hereby irrevocably authorize and instruct the Administrative Agent to, without any further consent of any Lender or any other Secured Party, enter into (or acknowledge and consent to) or amend, renew, extend, supplement, restate, replace, waive or otherwise modify (i) the Term Loan Intercreditor Agreement, (ii) any First Lien Intercreditor Agreement with the Senior Representative(s) of Indebtedness secured by a Lien permitted hereunder and intended to be pari passu with the Liens securing the Secured Obligations under this Agreement and (iii) any Second Lien Intercreditor Agreement with the Senior Representative(s) of the holders of Indebtedness secured by a Lien permitted hereunder and intended to be junior to the Liens securing the Secured Obligations under this Agreement. The Lenders and the other Secured Parties irrevocably agree that (x) the Administrative Agent may rely exclusively on a certificate of an Officer of the Borrower as to whether the Liens governed by such Intercreditor Agreement and the priority of such Liens as contemplated thereby are not prohibited and (y) any Intercreditor Agreement entered into by the Administrative Agent shall be binding on the Secured Parties, and each Lender and the other Secured Parties hereby agrees that it will take no actions contrary to the provisions of, if entered into and if applicable, any Intercreditor Agreement. The foregoing provisions are intended as an inducement to any provider of any secured Specified Indebtedness not prohibited by Section 6.01 or Section 6.02 hereof to extend credit to the Loan Parties and such persons are intended third-party beneficiaries of such provisions. Further, upon request of the Borrower, the Administrative Agent shall enter into, or amend, any Intercreditor Agreement to permit the incurrence of any Specified Indebtedness permitted to be secured by the Collateral hereunder.

  • Intercreditor Agreement Governs The Administrative Agent, the Collateral Agent, and each Lender (a) hereby agrees that it will be bound by and will take no actions contrary to the provisions of any intercreditor agreement entered into pursuant to the terms hereof, (b) hereby authorizes and instructs the Administrative Agent and the Collateral Agent to enter into each intercreditor agreement entered into pursuant to the terms hereof and to subject the Liens securing the Secured Obligations to the provisions thereof, and (c) hereby authorizes and instructs the Administrative Agent and the Collateral Agent to enter into any intercreditor agreement that includes, or to amend any then existing intercreditor agreement to provide for, the terms described in the definition of Permitted Other Indebtedness.

  • Termination of Intercreditor Agreement Following payment of Final Distributions with respect to each Class of Certificates and the payment in full of all Liquidity Obligations to the Liquidity Providers and provided that there shall then be no other amounts due to the Certificateholders, the Trustees, the Liquidity Providers and the Subordination Agent hereunder or under the Trust Agreements, and that the commitment of the Liquidity Providers under the Liquidity Facilities shall have expired or been terminated, this Agreement and the trusts created hereby shall terminate and this Agreement shall be of no further force or effect. Except as aforesaid or otherwise provided, this Agreement and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

  • Subordination Agreement Each of (i) the subordination of interest payments to the Noteholders of the Class B Notes to the payment of any First Priority Principal Payment to the Noteholders of the Class A Notes and (ii) the subordination of interest payments to the Noteholders of the Class C Notes to the payment of any Second Priority Principal Payment to the Noteholders of the Class A Notes and the Class B Notes under Section 8.2(c) is a subordination agreement within the meaning of Section 510(a) of the Bankruptcy Code.

  • Credit Agreement; Loan Documents This Agreement or counterparts hereof shall have been duly executed by, and delivered to, Borrowers, each other Credit Party, Agent and Lenders; and Agent shall have received such documents, instruments, agreements and legal opinions as Agent shall reasonably request in connection with the transactions contemplated by this Agreement and the other Loan Documents, including all those listed in the Closing Checklist attached hereto as Annex D, each in form and substance reasonably satisfactory to Agent.

  • Accession to the Intercreditor Agreement The Additional Grantor (a) hereby accedes and becomes a party to the Intercreditor Agreement as a “Grantor”, (b) agrees to all the terms and provisions of the Intercreditor Agreement and (c) acknowledges and agrees that the Additional Grantor shall have the rights and obligations specified under the Intercreditor Agreement with respect to a “Grantor”, and shall be subject to and bound by the provisions of the Intercreditor Agreement.

  • Senior Loan Documents The executed Senior Loan Documents are the same forms as approved by HUD prior to the date of this Agreement. Upon execution and delivery of the Senior Loan Documents, Borrower shall deliver to Subordinate Lender an executed copy of each of the Senior Loan Documents, certified to be true, correct and complete.

  • Subordination Agreements Subordination Agreements with respect to all Subordinated Debt.

  • Terms Defined in the Intercreditor Agreement For all purposes of this Agreement, the following terms shall have the respective meanings assigned to such terms in the Intercreditor Agreement:

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