First Priority Representative definition
First Priority Representative has the meaning set forth in the introductory paragraph hereof. In the case of any Replacement First Priority Agreement, the First Priority Representative shall be the Person identified as such in such Agreement.
First Priority Representative means, with respect to each Type of Common Collateral, the collective reference to each Representative for the holders of the First Priority Obligations with respect to such Common Collateral.
First Priority Representative has the meaning set forth in the introductory paragraph hereof.
Examples of First Priority Representative in a sentence
The Second Priority Representative and the First Priority Representative hereby agree that no party shall have any duty to advise any other party of information known to it regarding such condition or any such circumstances.
Except as otherwise provided in this Agreement, the Second Priority Representative and the First Priority Representative will be entitled to manage and supervise their respective extensions of credit to any Loan Party in accordance with law and their usual practices, modified from time to time as they deem appropriate.
The First Priority Representative expressly waives all notices of the acceptance of and reliance by the Second Priority Representative and the Second Priority Secured Parties.
The Second Priority Representative and the First Priority Representative acknowledge and agree that neither has made any representation or warranty with respect to the execution, validity, legality, completeness, collectibility or enforceability of any other First Priority Document or any Second Priority Document.
In the event the Second Priority Representative or the First Priority Representative, in its sole discretion, undertakes at any time or from time to time to provide any information to any other party to this Agreement, it shall be under no obligation (a) to provide any such information to such other party or any other party on any subsequent occasion, (b) to undertake any investigation not a part of its regular business routine, or (c) to disclose any other information.
More Definitions of First Priority Representative
First Priority Representative as defined in the Intercreditor Agreement.
First Priority Representative means (i) in the case of the First Priority Obligations or First Priority Secured Parties secured pursuant to the Existing First Priority Agreement, the Existing First Priority Representative, and (ii) in the case of any Additional First Priority Debt or any Additional First Priority Secured Parties of any Series, the trustee, administrative agent, collateral or similar agent named as the First Priority Representative for such Series in the applicable Joinder Agreement (each, in the case of this clause (ii), together with its successors and assigns in such capacity, an “Additional First Priority Representative”).
First Priority Representative shall have the meaning given to such term in the Pulitzer Junior Intercreditor Agreement.
First Priority Representative means, at any time, the Intercreditor Agent hereunder at such time.
First Priority Representative means, at any time of determination, with respect to any Type of Collateral, the applicable Representative for the holders of the First Priority Obligations with respect to such Collateral.
First Priority Representative means (i) with respect to the Obligations under the First Lien Credit Agreement or the First Lien Credit Agreement Secured Parties, the First Lien Credit Agreement Representative, in its capacity as administrative agent and the collateral agent under the First Lien Credit Agreement, (ii) with respect to the Obligations with respect to the First Lien Notes (2029), the First Lien Notes (2029) Representative, in its capacity as trustee and collateral agent, (iii) with respect to the Obligations with respect to the First Lien Notes (2030), the First Lien Notes (2030) Representative, in its capacity as trustee and collateral agent, (iv) with respect to the Obligations with respect to the First Lien Notes (2031), the First Lien Notes (2031) Representative, in its capacity as trustee and collateral agent, (v) with respect to the Obligations under the Existing 2028 Secured Notes Indenture, the Existing 2028 Notes Representative, in its capacity as trustee and collateral agent and (vi) with respect to any Additional First Priority Obligations or Additional First Priority Secured Parties, the Additional First Priority Representative under the applicable Additional First Priority Facility. References in this Agreement or in any joinder to this Agreement to “the First Priority Representative” or phrases of similar import shall include each and any First Priority Representative, including any successor administrative agent, collateral agent and trustee as provided in the First Priority Facilities. References in this Agreement or in any joinder to this Agreement to the “the First Priority Representative, on behalf of itself and each other “First Priority Secured Party” or phrases of similar import shall include each and any First Priority Representative on behalf of the First Priority Secured Parties for which it serves as a Representative.
First Priority Representative. [“Second Priority Representative”] in the Intercreditor Agreement shall be deemed to include the New Representative and each reference to [“First Priority Secured Parties”] [“Second Priority Secured Parties”] shall include the [Additional First Priority Secured Parties] [Additional Second Priority Secured Parties] represented by such New Representative. The Intercreditor Agreement is hereby incorporated herein by reference. Each of the New Representative represents and warrants to the other First Priority Representatives and Second Priority Representatives and the other Secured Parties that (i) it has full power and authority to enter into this Joinder Agreement, in its capacity as [agent][trustee], (ii) this Joinder Agreement has been duly authorized, executed and delivered by it and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms and the terms of the Intercreditor Agreement and (iii) the [First Priority Documents] [Second Priority Documents] relating to such [Additional First Priority Debt] [Additional Second Priority Debt] provides that, upon the New Representative’s entry into this Agreement, the [Additional First Priority Secured Parties] [Additional Second Priority Secured Parties] in respect of such [Additional First Priority Debt] [Additional Second Priority Debt] will be subject to and bound by the provisions of the Intercreditor Agreement as [First Priority Secured Parties] [Second Priority Secured Parties]. This Joinder Agreement may be executed by one or more of the parties to this Agreement on any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of an executed signature page of this Agreement by e-mail or facsimile transmission shall be effective as delivery of a manually executed counterpart hereof. Except as expressly supplemented hereby, the Intercreditor Agreement shall remain in full force and effect. Any provision of this Joinder Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All communications and notices hereunder shall be in writing and given as provided in Section...