Senior Class Debt Representative definition
Senior Class Debt Representative has the meaning assigned to such term in Section 8.09.
Senior Class Debt Representative means, with respect to this Indenture, the Trustee, and with respect to any Additional First Lien Debt Facility, the applicable Additional Agent that becomes a party to an Applicable Intercreditor Agreement.
Senior Class Debt Representative means, (a) with respect to the Credit Agreement Obligations, the Credit Agreement Administrative Agent, (b) with respect to the indenture, the Trustee, (c) with respect to any Additional First Lien Debt Facility, the Additional Agent representing such Additional First Lien Debt Facility pursuant to the Additional First Lien Documents applicable to such Additional First Lien Debt Facility that becomes a party to the Intercreditor Agreement, (d) with respect to any Permitted Hedging Agreement, the Secured Hedge Representative representing the applicable Qualified Interest Rate Hedging Counterparty that becomes a party to the Intercreditor Agreement and (e) with respect to any Commodity Hedge Agreement, the Secured Hedge Representative representing the applicable Commodity Hedge Counterparty that becomes a party to the Intercreditor Agreement, in each case, except to the extent such Persons withdraw from the Intercreditor Agreement in accordance with the terms thereof.
Examples of Senior Class Debt Representative in a sentence
Each Authorized Representative acknowledges and agrees that upon execution and delivery of a Joinder Agreement substantially in the form of Annex II by an Additional Senior Class Debt Representative and each Grantor in accordance with this Section 5.13, the Additional Collateral Agent will continue to act in its capacity as Additional Collateral Agent in respect of the then existing Authorized Representatives (other than the Administrative Agent) and such additional Authorized Representative.
The Borrower, each Grantor and any Collateral Agent or Senior Class Debt Representative each agrees to assume all risks arising out of the use of such electronic methods to submit instructions and directions to the Notes Collateral Agent, including without limitation the risk of the Notes Collateral Agent acting on unauthorized instructions, and the risk or interception and misuse by third parties.
The undersigned Senior Class Debt Representative (the “New Representative”) is executing this Supplement in accordance with the requirements of the Senior Debt Documents and the Junior Debt Documents.
All communications and notices hereunder shall (except as otherwise expressly permitted herein) be in writing and given as provided in Section 12.2 of the Indenture and all notices to any Additional Senior Class Debt Representative shall be given to it at the address set forth in the Joinder Agreement.
If the Borrower, a Grantor or any Collateral Agent or Senior Class Debt Representative elects to give the Notes Collateral Agent e-mail or facsimile instructions (or instructions by a similar electronic method) and the Notes Collateral Agent in its discretion elects to act upon such instructions, the Notes Collateral Agent’s understanding of such instructions shall be deemed controlling.
More Definitions of Senior Class Debt Representative
Senior Class Debt Representative means, with respect to the Credit Agreement Obligations, the Credit Agreement Administrative Agent, and with respect to any Additional First Lien Debt, the Additional Agent representing such Additional First Lien Debt pursuant to the Additional First Lien Documents applicable to such Additional First Lien Debt that becomes and remains a party hereto in accordance with Section 6.13 unless such Additional First Lien Debt has become Senior Unsecured Debt (as defined in the Depositary Agreement).”
Senior Class Debt Representative means, with respect to the Credit Facilities Obligations, the administrative agent under the Credit Agreement or the administrative agent under the Term Loan Credit Agreement, as applicable, with respect to the indenture, the Trustee, and with respect to any Additional First Lien Debt Facility, the Additional Agent representing such Additional First Lien Debt Facility pursuant to the Additional First Lien Documents applicable to such Additional First Lien Debt Facility that becomes a party to the Intercreditor Agreement.
Senior Class Debt Representative means, (a) with respect to the Credit Agreement Obligations, the Credit Agreement Administrative Agent, (b) with respect to any Additional First Lien Debt Facility, the Additional Agent representing such Additional First Lien Debt Facility pursuant to the Additional First Lien Documents applicable to such Additional First Lien Debt Facility that becomes a party hereto in accordance with Section 6.13, (c) with respect to any Permitted Hedging Agreement, the Secured Hedge Representative representing the applicable Qualified Interest Rate Hedging Counterparty that becomes a party hereto in accordance with Section 6.13 and (d) with respect to any Commodity Hedge Agreement, the Secured Hedge Representative representing the applicable Commodity Hedge Counterparty that becomes a party hereto in accordance with Section 6.13, in each case, except to the extent such Persons withdraw from this Agreement in accordance with the last paragraph of Section 6.13.
Senior Class Debt Representative means, with respect to the Credit Agreement Obligations, the Credit Agreement Administrative Agent, and with respect to any Additional First 4 Lien Debt, the Additional Agent representing such Additional First Lien Debt pursuant to the Additional First Lien Documents applicable to such Additional First Lien Debt that becomes and remains a party hereto in accordance with Section 6.13 unless such Additional First Lien Debt has become Senior Unsecured Debt (as defined in the Depositary Agreement).” 3.2The following sentence is hereby added to the end of Section 6.13: “Notwithstanding anything herein to the contrary, the Credit Agreement Obligations or the Additional First Lien Debt, as applicable, shall no longer constitute First Lien Obligations hereunder to the extent that such Series of First Lien Obligations becomes Senior Unsecured Debt (as defined in the Depositary Agreement). Upon the Additional First Lien Debt becoming Senior Unsecured Debt, the Senior Class Debt Representative representing such Series of First Lien Obligations shall (A) send a written notice to the Collateral Agent and the Borrower notifying the Collateral Agent and the Borrower that it is no longer a Senior Class Debt Representative and the Credit Agreement Obligations or the Additional First Lien Debt, as applicable, that such Person represents no longer constitutes First Lien Obligations and (B) withdraw as a party to this Agreement.”
Senior Class Debt Representative shall have the meaning assigned to such term in Section 5.14. “Senior Lien” means the Liens on the Collateral in favor of the First Lien Secured Parties under the First Lien Security Documents. “Series” means (a) with respect to the First Lien Secured Parties, each of (i) the Credit Agreement Secured Parties (in their capacities as such), (ii) the Indenture Secured Parties (in their capacity as such) and (iii) the Additional First Lien Secured Parties that become subject to this Agreement after the date hereof that are represented by a common Collateral Agent (in its capacity as such for such Additional First Lien Secured Parties) and (b) with respect to any First Lien Obligations, each of (i) the Credit Agreement Obligations, (ii) the Indenture Obligations and (iii) the Additional First Lien Obligations incurred pursuant to any Additional First Lien Debt Facility or any related Additional First Lien Documents, which pursuant to any Joinder Agreement, are to be represented hereunder by a common Collateral Agent (in its capacity as such for such Additional First Lien Obligations). “Shared Collateral” means, at any time, Collateral in which the holders of two or more Series of First Lien Obligations (or their respective Collateral Agents) hold a valid and perfected security interest at such time. If more than two Series of First Lien Obligations are outstanding at any time and the holders of less than all Series of First Lien Obligations hold a valid and perfected security interest in any Collateral at such time, then such Collateral shall constitute Shared Collateral for those Series of First Lien Obligations that hold a valid and perfected security interest in such Collateral at such time and shall not constitute Shared Collateral for any Series which does not have a valid and perfected security interest in such Collateral at such time. To the extent the First Lien Secured Parties that are purported to have a valid and perfected security interest in the shares of Abcur AB receive any proceeds of the assets subject to the security interest created or purported to be created under the Swedish law share pledge agreement relating to the shares of Abcur AB, even if the Lien of such First Lien Secured Parties is not perfected in such assets, such assets will be considered part of the Shared Collateral. “Swiss Security Assignment Agreement” means the Swiss law governed security assignment agreement, dated December 18, 2015, between Amdipharm AG as assignor and th...
Senior Class Debt Representative has the meaning assigned to such term in Section 8.09. “Senior Collateral” means any “Collateral” as defined in any Credit Agreement Loan Document or any other Senior Debt Document or any other assets of the Borrowers or any other Grantor with respect to which a Lien is granted or purported to be granted pursuant to a Senior Collateral Document as security for any Senior Obligations. “Senior Collateral Documents” means the Security Agreement and the other “Security Documents” as defined in the Credit Agreement, the First Lien Intercreditor Agreement (upon and after the initial execution and delivery thereof by the initial parties thereto) and each of the collateral agreements, security agreements and other instruments and documents executed and delivered by the Borrowers or any other Grantor for purposes of providing collateral security for any Senior Obligation. “Senior Debt Documents” means (a) the Credit Agreement Loan Documents and (b) any Additional Senior Debt Documents. “Senior Facilities” means the Credit Agreement and any Additional Senior Debt Facilities. “Senior Lien” means the Liens on the Senior Collateral in favor of the Senior Secured Parties under the Senior Collateral Documents. “Senior Obligations” means the Credit Agreement Obligations and any Additional Senior Debt Obligations. “Senior Representative” means (i) in the case of any Credit Agreement Obligations or the Credit Agreement Secured Parties, the Administrative Agent, (ii) in the case of any Additional Senior Debt Facility and the Additional Senior Debt Parties thereunder (including with respect to any Additional Senior Debt Facility initially covered hereby on the date of this Agreement), the trustee, administrative agent, collateral agent, security agent or similar agent under such Additional Senior Debt Facility that is named as the Representative in respect of such Additional Senior Debt Facility hereunder or in the applicable Joinder Agreement. “Senior Secured Parties” means the Credit Agreement Secured Parties and any Additional Senior Debt Parties. “Shared Collateral” means, at any time, Collateral in which the holders of Senior Obligations under at least one Senior Facility and the holders of Second Priority Debt Obligations under at least one Second Priority Debt Facility (or their Representatives) hold a valid and perfected security interest at such time (or, in the case of the Senior Facilities, are deemed pursuant to Article II to hold a security interest). If, at any ...
Senior Class Debt Representative and “Additional Agent” in the Intercreditor Agreement shall be deemed to include the New Senior Class Debt Representative. The Additional First Lien Obligations owing by the Borrower and its subsidiaries to the Senior Class Debt Parties represented by the New Senior Class Debt Representative [do not] constitute Primary Voting Credit Facilities Obligations. The Intercreditor Agreement is hereby incorporated herein by reference.