Common use of Effect of Refinancing Clause in Contracts

Effect of Refinancing. (i) If substantially contemporaneously with the Discharge of ABL Debt, Grantors refinance in full the indebtedness outstanding under the ABL Documents in accordance with the provisions of Section 11.3(a), then after written notice to Term Loan Agent, (A) the indebtedness and other obligations arising pursuant to such refinancing of the then outstanding indebtedness under the ABL Documents shall automatically be treated as ABL Debt for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, (B) the credit agreement and the other loan documents evidencing such new indebtedness shall automatically be treated as the ABL Agreement and the ABL Documents for all purposes of this Agreement and (C) the agent under the new ABL Agreement shall be deemed to be ABL Agent for all purposes of this Agreement. Upon receipt of notice of such refinancing (including the identity of the new ABL Agent), Term Loan Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as Grantors or the new ABL Agent or it may reasonably request in order to provide to the new ABL Agent the rights and obligations of ABL Agent contemplated hereby.

Appears in 2 contracts

Samples: Intercreditor Agreement (Beacon Roofing Supply Inc), Intercreditor Agreement (Beacon Roofing Supply Inc)

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Effect of Refinancing. (i) If substantially contemporaneously with the Discharge of ABL Debt, Grantors refinance in full the indebtedness outstanding under the ABL Documents in accordance with the provisions of Section 11.3(a), then after written notice to Term Loan Agent, (A) the indebtedness and other obligations arising pursuant to such refinancing of the then outstanding indebtedness under the ABL Documents shall automatically be treated as ABL Debt for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, (B) the credit agreement and the other loan documents evidencing such new indebtedness shall automatically be treated as the ABL Agreement and the ABL Documents for all purposes of this Agreement and (C) the agent under the new ABL Agreement shall be deemed to be ABL Agent for all purposes of this Agreement. Upon receipt of notice of such refinancing (including the identity of the new ABL Agent), Term Loan Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as Grantors or the new ABL Agent or it may reasonably request in order to provide to the new ABL Agent the rights and obligations of ABL Agent contemplated hereby.

Appears in 2 contracts

Samples: Credit Agreement (Supervalu Inc), Intercreditor Agreement (Supervalu Inc)

Effect of Refinancing. (i) If A)If substantially contemporaneously with the Discharge Payment in Full of ABL DebtObligations, Grantors refinance in full the indebtedness Indebtedness outstanding under the ABL Documents is refinanced in accordance with the provisions of Section 11.3(a5.2(d)(i), then after written notice to Term Loan the Note Agent, (A) the indebtedness Indebtedness and other obligations arising pursuant to such refinancing of the then outstanding indebtedness Indebtedness under the ABL Documents shall automatically be treated as ABL Debt Obligations for all purposes of this Agreement, including for purposes of the Lien priorities Priorities and rights in respect of Collateral set forth herein, (B) the credit or loan agreement and the other loan documents evidencing such new indebtedness Indebtedness shall automatically be treated as the ABL Credit Agreement and the ABL Documents for all purposes of this Agreement and (C) the agent under the new ABL Credit Agreement shall be deemed to be the ABL Agent for all purposes of this Agreement. Upon receipt of notice of such refinancing (including the identity of the new ABL Agent), Term Loan the Note Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as Grantors the Borrowers or the new ABL Agent or it may reasonably request in order to provide to the new ABL Agent the rights and obligations of the ABL Agent contemplated hereby.

Appears in 1 contract

Samples: Intercreditor Agreement (Independence Contract Drilling, Inc.)

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Effect of Refinancing. (i) If substantially contemporaneously with the Discharge of ABL Debt, Grantors refinance in full the indebtedness outstanding under the ABL Documents in accordance with the provisions of Section 11.3(a), then after written notice to Term Loan Agent, (A) the indebtedness and other obligations arising pursuant to such refinancing of the then outstanding indebtedness under the ABL Documents shall automatically be treated as ABL Debt for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, (B) the credit agreement and the other loan documents evidencing such new indebtedness shall automatically be treated as the ABL Agreement and the ABL Documents for all purposes of this Agreement and (C) the agent under the new ABL Agreement shall be deemed to be ABL Agent for all purposes of this Agreement. Upon receipt of notice of such refinancing (including the identity of the new ABL Agent), Term Loan Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as Grantors or the new ABL Agent or it may reasonably request in order to provide to the new ABL Agent the rights and obligations of ABL Agent contemplated hereby.

Appears in 1 contract

Samples: Intercreditor Agreement (Rivian Automotive, Inc. / DE)

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