Permitted Pari Passu Secured Indebtedness means any secured Indebtedness of the Borrower and/or any Guarantor Subsidiary in the form of one or more series of senior secured notes, bonds, debentures or loans, and the Guarantees thereof by any Credit Party; provided that (a) such Indebtedness is secured by Liens on all or a portion of the Collateral on a pari passu basis with the Liens on the Collateral securing the Obligations (it being understood that the determination as to whether such Liens are on a pari passu basis shall be made without regard to control of remedies) and is not secured by any assets of the Borrower or any Restricted Subsidiary other than the Collateral, (b) such Indebtedness is not Guaranteed by any Subsidiaries other than the Guarantor Subsidiaries and (c) the administrative agent, collateral agent, trustee and/or any similar representative acting on behalf of the holders of such Indebtedness shall have become party to a Pari Passu Intercreditor Agreement providing that the Liens on the Collateral securing such Indebtedness shall rank equal in priority to the Liens on the Collateral securing the Obligations (it being understood that the determination as to whether such Liens rank equal in priority shall be made without regard to control of remedies); provided that if such Indebtedness is the initial Permitted Pari Passu Secured Indebtedness incurred by the Borrower and the Guarantor Subsidiaries, then the Borrower and the Guarantor Subsidiaries shall have executed and delivered the Pari Passu Intercreditor Agreement (or an acknowledgement thereof in the form specified therein) and the Administrative Agent agrees to execute and deliver, on behalf of the Lenders and the other Secured Parties, the Pari Passu Intercreditor Agreement. It is understood and agreed that, notwithstanding Section 1.2(d), Permitted Pari Passu Secured Indebtedness may only be incurred and outstanding in reliance on Section 6.1(j) or 6.1(k).
Permitted Pari Passu Secured Indebtedness has the meaning assigned to such term in Section 4.22.
Permitted Pari Passu Secured Indebtedness means any “Permitted Pari Passu Secured Indebtedness” as defined under and incurred in compliance with the terms of the Indenture.
Examples of Permitted Pari Passu Secured Indebtedness in a sentence
Under certain circumstances, Citicorp International Limited as the Trustee and as the Shared Security Agent may have obligations under the Security Documents or the Intercreditor Agreement that are in conflict with the interests of the holders of the Notes and/or of holders of Permitted Pari Passu Secured Indebtedness.
The Trustee and the Shared Security Agent will be under no obligation to exercise any rights or powers conferred under the Indenture or any of the Security Documents or the Intercreditor Agreement for the benefit of the holders, unless such holders and/or holders of Permitted Pari Passu Secured Indebtedness have offered to the Trustee and the Shared Security Agent indemnity and/or security satisfactory to the Trustee and the Shared Security Agent against any loss, liability or expense.
Within ten (10) Business Days after any issuance of Future Permitted Pari Passu Secured Indebtedness, the Company shall issue a notice of redemption to redeem the Notes, in whole or part, at the Applicable Redemption Price on the Debt Proceeds Redemption Date in an amount not to exceed the Debt Proceeds Redemption Amount.
Any amendment of this Agreement (other than the accession of any Secured Party on behalf of holders of Permitted Pari Passu Secured Indebtedness pursuant to Section 8 hereof) shall be binding only if evidenced by a document in writing signed by each of the parties hereto.
Under certain circumstances, the Common Security Trustee may have obligations under the Security Documents or the Intercreditor Agreement that are in conflict with the interests of the holders of the Bonds and/or the Notes and/or any Permitted Pari Passu Secured Indebtedness.
More Definitions of Permitted Pari Passu Secured Indebtedness
Permitted Pari Passu Secured Indebtedness means indebtedness of the Debtors evidenced by one or more secured promissory notes that are substantially identical to the Secured Promissory Note, in an aggregate principal amount not to exceed $3,000,000, and that are secured by Liens on the Collateral that are of equal priority with the Liens held by RBC, as designated by the Borrower and as evidenced by a Joinder.
Permitted Pari Passu Secured Indebtedness means secured indebtedness incurred as “Permitted Pari Passu Secured Indebtedness” under, and in compliance with the terms of each of the Existing Indentures and the CB Trust Deed;
Permitted Pari Passu Secured Indebtedness means Indebtedness of the Company or any Guarantor Incurred by the issuance of notes, which may (but need not) be issued under this Indenture (subject to the limitations therein) as one or more series of additional Securities and/or the related Guarantees; provided, however, that such Indebtedness shall not mature or have any mandatory redemption or required prepayment dates (other than a mandatory offer to repurchase upon the occurrence of a change of control or asset sale) prior to the final stated maturity date of the Securities and may be fixed rate or floating rate obligations. The Permitted Pari Passu Secured Indebtedness will constitute senior Indebtedness of the Company or any Guarantor pari passu with the Securities and the related Guarantees. The Permitted Pari Passu Secured Indebtedness may be secured by a first priority Lien on the Collateral pari passu with the Lien for the benefit of the Holders if (i) the Secured Indebtedness as of the date of issuance of such series of Permitted Pari Passu Secured Indebtedness on a pro forma basis is less than or equal to the Minimum Collateral Value, (ii) the indenture and the related documents for each such series of Permitted Pari Passu Secured Indebtedness contains provisions with respect to releases of Collateral that are substantially similar to and no more restrictive on the Company than the provisions of this Indenture and the Security Agreement and (iii) the trustee for the holders of each series of Permitted Pari Passu Secured Indebtedness executes and delivers a joinder supplement to the Intercreditor Agreement.
Permitted Pari Passu Secured Indebtedness means any Permitted Hedging and any Permitted Offshore Indebtedness entered into after the date of this Agreement which is in each case secured on a pari passu basis with the Facility in accordance with the Intercreditor Agreement and in respect of which the relevant creditor(s) or any representative of such creditor(s) shall have acceded to the Intercreditor Agreement.
Permitted Pari Passu Secured Indebtedness means any secured Indebtedness of the Borrower and/or any other Credit Party in the form of one or more series of senior secured notes, bonds or debentures or senior secured term loans, and the Guarantees thereof by any Credit Party; provided that
Permitted Pari Passu Secured Indebtedness means Indebtedness of the Company (including Additional Notes) or the Parent Guarantor which ranks pari passu with the Notes or the Parent Guarantee, as the case may be, and any Pari Passu Guarantee of a Guarantor with respect to such Indebtedness; provided that (1) the Parent Guarantor, the Company or such Subsidiary Guarantor, as the case may be, was permitted to Incur such Indebtedness under Section 4.06; (2) the holders of such Permitted Pari Passu Secured Indebtedness (or their representative or agent), other than with respect to Additional Notes, become party to the Intercreditor Agreement; and (3) the Parent Guarantor or the Company and such Subsidiary Guarantor Pledgor deliver to the Trustee and the Collateral Agent an Opinion of Counsel and Officers’ Certificate with respect to corporate and collateral matters in connection with the Security Documents, including compliance with the conditions stated in (1) and (2) above.
Permitted Pari Passu Secured Indebtedness means any secured Indebtedness of any Loan Party in the form of one or more series of senior secured notes, bonds or debentures; provided that (a) such Indebtedness is secured by Liens on all or a portion of the Collateral on a pari passu basis to the Liens on the Collateral securing the Obligations (but without regard to the control of remedies) and is not secured by any property or assets of the Borrower or any other Restricted Subsidiary other than the Collateral, (b) such Indebtedness is not Guaranteed by any Subsidiaries other than the Subsidiary Loan Parties and (c) the administrative agent, collateral agent, trustee and/or any similar representative acting on behalf of the holders of such Indebtedness shall have become a party to a Pari Passu Intercreditor Agreement providing that the Liens on the Collateral securing such Indebtedness shall rank equal in priority to the Liens on the Collateral securing the Secured Obligations (but without regard to the control of remedies) (and, if such Indebtedness is the initial Permitted Pari Passu Secured Indebtedness incurred by any Loan Party, then the Loan Parties shall have executed and delivered the Pari Passu Intercreditor Agreement).