Note Priority Collateral definition

Note Priority Collateral as defined in the Intercreditor Agreement.

Note Priority Collateral means all of the tangible and intangible properties and assets at any time owned or acquired by the Issuers or any Guarantor, including all substitutions, replacements, accessions, products and proceeds of any or all of the foregoing, except Excluded Assets and ABL Priority Collateral.

Note Priority Collateral as defined in the Intercreditor Agreement as in effect on the date hereof or modified with the consent of the Required Lenders and whether or not the same remains in full force and effect.

Examples of Note Priority Collateral in a sentence

• To the extent that an insured loss covers or constitutes both ABL Priority Collateral and Note Priority Collateral, then the Senior Representative in respect of the ABL Priority Collateral and the Senior Representative in respect of the Note Priority Collateral will work jointly and in good faith to collect, adjust or settle (subject to the rights of the Grantors under the Security Documents) under the relevant insurance policy.

• In furtherance of the foregoing, any proceeds of Note Priority Collateral received after the earlier of the issuance of an Enforcement Notice by any Senior Representative with respect to the Note Priority Collateral or the commencement of any Insolvency or Liquidation Proceeding, whether or not deposited in any deposit accounts or securities accounts that constitute ABL Priority Collateral shall be treated as Note Priority Collateral.

• Until the Discharge of Note Collateral Obligations has occurred, the ABL Agent, on behalf of itself and the ABL Lenders, agrees not to seek relief from the automatic stay or any other stay in any Insolvency Proceeding in respect of any portion of the Note Priority Collateral without the Note Collateral Representative’s express written consent.

• The ABL Agent shall be named as additional insured or loss payee, as applicable, with respect to all insurance policies relating to ABL Priority Collateral and the Note Collateral Representative shall be named as additional insured or loss payee, as applicable, with respect to all insurance policies relating to Note Priority Collateral.

• The Note Collateral Representative shall have the sole and exclusive right, as against the ABL Agent, the Note Agent (other than in its capacity as Note Collateral Representative, if applicable) and any Additional Agent (other than in its capacity as Note Collateral Representative, if applicable), to adjust settlement of insurance claims in the event of any covered loss, theft or destruction of Note Priority Collateral.

More Definitions of Note Priority Collateral

Note Priority Collateral has the meaning given to it under the ABL Intercreditor Agreement.

Note Priority Collateral has the meaning assigned to such term in the Base Intercreditor Agreement.

Note Priority Collateral means all Collateral, other than the ABL Priority Collateral, including all real property, Equipment, Intellectual Property and Capital Stock of any Subsidiaries of any Credit Party, collateral security and guarantees with respect to any Note Priority Collateral and all cash, Money, instruments, securities, financial assets and deposit accounts directly received as proceeds of any Note Priority Collateral; provided, however, no proceeds of proceeds will constitute Note Priority Collateral unless such proceeds of proceeds would otherwise constitute Note Priority Collateral or are credited to the Asset Sales Proceeds Account. For the avoidance of doubt, under no circumstance shall Excluded Assets be Note Priority Collateral. As used in this definition of “Note Priority Collateral”, the term “Excluded Assets” shall have the meaning provided (x) prior to the Discharge of Note Obligations, in the Original Indenture (if the Original Indenture is then in effect), or in any other Indenture then in effect (if the Original Indenture is not then in effect) or the Note Collateral Documents relating thereto, and (y) from and after the Discharge of Note Obligations, in the applicable Additional Credit Facility then in effect or the NoteAdditional Collateral Documents relating thereto.

Note Priority Collateral means the property, plant and equipment of Borrower and its Subsidiaries and all proceeds thereof.

Note Priority Collateral means Collateral constituting Note Priority Collateral under the Intercreditor Agreement.

Note Priority Collateral means all of the following assets that constitute Collateral, whether now owned or hereafter acquired (including any of the following assets acquired or created after the commencement of any Insolvency or Liquidation Proceeding) and wherever located (including, for the avoidance of doubt, any such assets that, but for the application of Section 552 of the Bankruptcy Code (or any similar provision of any other Bankruptcy Law), would constitute Note Priority Collateral):

Note Priority Collateral with respect to each Grantor, any and all property secured by the Mortgages and the following property now owned or hereafter acquired by such Grantor or in which such Grantor has now or at any time in the future may acquire any right, title or interest: all Chattel Paper, Deposit Accounts (except to the extent that such Deposit Accounts or funds or other amounts credited thereto constitute Bank Priority Collateral), Documents (other than title documents with respect to Vehicles), Equipment, General Intangibles, Instruments, Intellectual Property, Investment Property, Letter-of-Credit Rights, Commercial Tort Claims and all other property not described above, all books and records pertaining to the foregoing and, to the extent not otherwise included in the foregoing, all Proceeds, all Supporting Obligations and all products of any and all of the foregoing and all collateral security and guarantees given by any Person with respect to any of the foregoing; but, excluding, however, all Bank Priority Collateral; provided, however, that any Collateral, regardless of type, received in connection with an Asset Disposition or Asset Swap of Note Priority Collateral or otherwise in exchange for Note Priority Collateral, or any additional issuance of Notes, pursuant to the terms of the Note Indenture shall be treated as Note Priority Collateral under this Agreement, the Note Security Agreement and the Bank Security Agreements; provided, further, that any Collateral of the type that constitutes Note Priority Collateral, if received in connection with an Asset Disposition or Asset Swap of Bank Priority Collateral or otherwise in exchange for Bank Priority Collateral pursuant to the terms of the Note Indenture, shall be treated as Bank Priority Collateral under this Agreement, the Note Security Agreement and the Bank Security Agreements.