Term Loan Agreements means the Securities Purchase Agreement, dated as of December 30, 2014, between Borrower and Term Loan Lenders, and all Debentures (as defined therein), Securities (as defined therein), security agreements, guarantees, pledge agreements, other and other agreements, documents and instruments at any time executed and/or delivered by Borrower or Obligor or any other person with, to or in favor of Term Loan Agent and/or Term Loan Lenders in connection therewith or related thereto, as all of the foregoing now exist or may hereafter be amended, modified, supplemented, extended, renewed or restated in accordance with the terms of this Agreement.
So long as any Incremental Term Loan is outstanding hereunder, the Incremental Term Loan Agreements and/or the Account Control Agreements create valid security interests in, and Liens on, the Incremental Term Loan Cash Collateral purported to be covered thereby, which security interests and Liens are, if applicable, perfected security interests and Liens, prior to all other Liens (other than inchoate Liens permitted under Section 7.01).
The Administrative Agent shall have received satisfactory evidence that the closing of the Other Term Loan Agreements and the Revolving Credit Agreement shall occur concurrently with the funding of the Loans hereunder on the Effective Date.
The Addenda to Term Loan Agreement and Note attached to the 2013 Term Loan Agreements are hereby amended as set forth below.
Except as otherwise agreed to by the Noteholder, the Issuer shall cause each U.S. Subsidiary of a Covered Group Member who becomes a Subsidiary after the Effective Date (other than Excluded Subsidiaries (except for such Subsidiaries that were guarantors under the DIP Credit Agreement or the Existing UST Term Loan Agreements)) to become a Guarantor (each, an Additional Guarantor) in accordance with Section 9.12 of the Guaranty..
The obligations of the Pledgor under this Pledge Agreement are independent of the Obligations, and a separate action or actions may be brought and prosecuted against the Pledgor to enforce this Pledge Agreement, irrespective of whether any action is brought against the Borrowers under either of the Term Loan Agreements or against any guarantor of the Obligations or whether the Borrowers or any guarantor of the Obligations is joined in any such action or actions.