Impairments. It is the intention of the Pari Term Loan Debt Secured Parties of each Series that the holders of Pari Term Loan Debt Obligations of such Series (and not the Pari Term Loan Debt Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Obligations), (y) any of the Pari Term Loan Debt Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause (i) or (ii) with respect to any Series of Pari Term Loan Debt Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents or the Pari Term Loan Debt Obligations governing such Pari Term Loan Debt Obligations shall refer to such obligations or such documents as so modified.
Appears in 3 contracts
Samples: Credit Agreement (JOANN Inc.), Credit Agreement (Jo-Ann Stores Holdings Inc.), Security Agreement (Nexeo Solutions Finance Corp)
Impairments. It is the intention of the Pari Term Loan Debt Passu Secured Parties of each Series that the holders of Pari Term Loan Debt Passu Obligations of such Series (and not the Pari Term Loan Debt Passu Secured Parties of any other Series) bear the risk of (ia) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Obligations)obligations, (y) any of the Pari Term Loan Debt Passu Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Passu Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu Obligations or (iib) the existence of any Collateral for any other Series of Pari Term Loan Debt Passu Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (ia) or (iib) with respect to any Series of Pari Term Loan Debt Passu Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Passu Obligations or the Indenture, Pari Passu Security Documents or the Additional Pari Term Loan Debt Obligations Passu Documents, as applicable, governing such Pari Term Loan Debt Passu Obligations shall refer to such obligations or such documents as so modified.
Appears in 3 contracts
Samples: Indenture (Oppenheimer Holdings Inc), Passu Intercreditor Agreement (Oppenheimer Holdings Inc), Execution Version (Oppenheimer Holdings Inc)
Impairments. It is the intention of the Pari Term Loan Debt Second Priority Secured Parties of each Series that the holders of Pari Term Loan Second Priority Debt Obligations of such Series (and not the Pari Term Loan Debt Second Priority Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Second Priority Debt Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Second Priority Debt Obligations), (y) any of the Pari Term Loan Second Priority Debt Obligations of such Series do not have an enforceable security interest in any of the Second Priority Shared Collateral securing any other Series of Pari Term Loan Second Priority Debt Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Second Priority Debt Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Second Priority Debt Obligations but junior to the security interest of any other Series of Pari Term Loan Second Priority Debt Obligations or (ii) the existence of any Second Priority Collateral for any other Series of Pari Term Loan Second Priority Debt Obligations that is not Second Priority Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Second Priority Debt Obligations, an “Impairment” of such Series); provided, that the existence of a maximum claim with respect to any real property subject to a mortgage which applies to all Second Priority Debt Obligations shall not be deemed to be an Impairment of any Series of Second Priority Debt Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Second Priority Debt Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Second Priority Debt Obligations, and the rights of the holders of such Series of Pari Term Loan Second Priority Debt Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Second Priority Debt Obligations pursuant to Section 2.01Sections 4.01 and 13.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Second Priority Debt Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Second Priority Debt Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Second Priority Debt Documents Obligations or the Pari Term Loan Debt Obligations Second Priority Collateral Documents governing such Pari Term Loan Second Priority Debt Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Intercreditor Agreement, Intercreditor Agreement (Garrett Motion Inc.)
Impairments. It is the intention of the Pari Term Loan Debt Passu-Lien Secured Parties of each Series that the holders of Pari Term Loan Debt Passu-Lien Obligations of such Series (and not the Pari Term Loan Debt Passu-Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu-Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Passu-Lien Obligations), (y) any of the Pari Term Loan Debt Passu-Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Passu-Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Passu-Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu-Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu-Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Passu-Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Passu-Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any real property subject to a mortgage that applies to all Pari Passu-Lien Obligations shall not be deemed to be an Impairment of any Series of Pari Passu-Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu-Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu-Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu-Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu-Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu-Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu-Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Passu-Lien Obligations or the Pari Term Loan Debt Obligations Passu-Lien Security Documents governing such Pari Term Loan Debt Passu-Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Subordination and Intercreditor Agreement (Centrus Energy Corp), Passu Lien Intercreditor Agreement (Centrus Energy Corp)
Impairments. It is the intention of the Pari Term Loan Debt Senior Priority Secured Parties of each Series that the holders of Pari Term Loan Debt Senior Priority Obligations of such Series (and not the Pari Term Loan Debt Senior Priority Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Senior Priority Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Senior Priority Obligations), (y) any of the Pari Term Loan Debt Senior Priority Obligations of such Series do not have an enforceable security interest in any of the Senior Priority Collateral securing any other Series of Pari Term Loan Debt Senior Priority Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Senior Priority Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Senior Priority Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Senior Priority Obligations or (ii) the existence of any Senior Priority Collateral for any other Series of Pari Term Loan Debt Senior Priority Obligations that is not Senior Priority Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Senior Priority Obligations, an “Impairment” of such Series); provided, that the existence of a maximum claim with respect to any real property subject to a mortgage which applies to all Senior Priority Obligations shall not be deemed to be an Impairment of any Series of Senior Priority Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Senior Priority Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Senior Priority Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Senior Priority Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Senior Priority Obligations pursuant to Section 2.01Sections 4.01 and 12.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Senior Priority Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Senior Priority Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Senior Priority Obligations or the Pari Term Loan Debt Obligations Senior Priority Collateral Documents governing such Pari Term Loan Debt Senior Priority Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Intercreditor Agreement, Intercreditor Agreement (Garrett Motion Inc.)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do does not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Credit Agreement (Foundation Building Materials, Inc.), Credit Agreement (Continental Building Products, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Material Real Estate Asset (as defined in the First Lien Credit Agreement) subject to a mortgage that applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any other provision of any Bankruptcy Law), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.. Priorities and Agreements with Respect to Shared Collateral
Appears in 2 contracts
Samples: Assignment and Assumption (Claros Mortgage Trust, Inc.), Assignment and Assumption (Claros Mortgage Trust, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt Passu Secured Parties of each Series that the holders of Pari Term Loan Debt Passu Obligations of such Series (and not the Pari Term Loan Debt Passu Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations), (y) any of the Pari Term Loan Debt Passu Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Passu Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Passu Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Passu Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Passu Obligations or the Pari Term Loan Debt Obligations Passu Documents governing such Pari Term Loan Debt Passu Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Credit Agreement (Costar Group Inc), Credit Agreement (Costar Group Inc)
Impairments. It is the intention of the Pari Term Loan Debt Senior Lien Secured Parties of each Series that the holders of Pari Term Loan Debt Senior Lien Obligations of such Series (and not the Pari Term Loan Debt Senior Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Senior Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Senior Lien Obligations), (y) any of the Pari Term Loan Debt Senior Lien Obligations of such Series do does not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Senior Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Senior Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Senior Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Senior Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Senior Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Senior Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Senior Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Senior Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Senior Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Senior Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Senior Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Senior Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Senior Lien Obligations or the Pari Term Loan Debt Obligations Senior Lien Documents governing such Pari Term Loan Debt Senior Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Credit Agreement (Herbalife Ltd.), Intercreditor Agreement (Forterra, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt Xxxx Xxxx Secured Parties of each Series that the holders of Pari Term Loan Debt Xxxx Xxxx Obligations of such Series (and not the Pari Term Loan Debt Xxxx Xxxx Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Xxxx Xxxx Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Xxxx Xxxx Obligations), (y) any of the Pari Term Loan Debt Xxxx Xxxx Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Xxxx Xxxx Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Xxxx Xxxx Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Xxxx Xxxx Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Xxxx Xxxx Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Xxxx Xxxx Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Xxxx Xxxx Obligations, an “Impairment” of such Series); provided, that the existence of a maximum claim with respect to any real property subject to a mortgage which applies to all Xxxx Xxxx Obligations shall not be deemed to be an Impairment of any Series of Xxxx Xxxx Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Xxxx Xxxx Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Xxxx Xxxx Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Xxxx Xxxx Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Xxxx Xxxx Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Xxxx Xxxx Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Xxxx Xxxx Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Xxxx Xxxx Obligations or the Pari Term Loan Debt Obligations Xxxx Xxxx Security Documents governing such Pari Term Loan Debt Xxxx Xxxx Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Pledge and Security Agreement, Pledge and Security Agreement (TMS International Corp.)
Impairments. It Subject to the provisions set forth below with respect to Priority Payment Obligations, it is the intention of the Pari Term Loan Debt Secured Parties of each Series that the holders of Pari Term Loan Debt Obligations of such Series (and not the Pari Term Loan Debt Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Obligations), (y) any of the Pari Term Loan Debt Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause (i) or (ii) with respect to any Series of Pari Term Loan Debt Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Obligations (other than Priority Payment Obligations), the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Obligations (other than the Priority Payment Obligations), and the rights of the holders of such Series of Pari Term Loan Debt Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Obligations subject to such Impairment. Notwithstanding anything herein to the contrary, with respect to the Priority Payment Obligations, the Revolving Secured Parties shall be entitled to the payments in accordance with Section 2.01 notwithstanding the date, time, manner or order of filing or recordation of any document or instrument or grant, attachment or perfection of any Liens granted to any Non-Revolving Secured Parties on the Shared Collateral or of any Liens granted to any Revolving Secured Party on the Shared Collateral (or any actual or alleged defect in any of the foregoing) and notwithstanding any provision of the UCC, any applicable law, any Secured Debt Document or any other circumstance whatsoever, including whether or not such Liens securing or purporting to secure any Priority Payment Obligations are subordinated to any Lien securing any other obligation of the Borrower, any Grantor or any other Person or otherwise unperfected, subordinated, voided, avoided, invalidated or lapsed. The Non-Revolving Secured Parties’ hereby acknowledge and agree to turn over to the Revolving Secured Parties amounts otherwise received or receivable by them to the extent necessary to effectuate the intent of the preceding sentence, even if such turnover has the effect of reducing the claim or recovery of the Non-Revolving Secured Parties. Additionally, in the event the Pari Term Loan Debt Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents or the Pari Term Loan Debt Obligations governing such Pari Term Loan Debt Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Revolving Credit Agreement (IASIS Healthcare LLC), Credit Agreement (IASIS Healthcare LLC)
Impairments. It is the intention of the Pari Term Loan Debt Second Lien Secured Parties of each Series that the holders of Pari Term Loan Debt Second Lien Obligations of such Series (and not the Pari Term Loan Debt Second Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Second Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Second Lien Obligations), (y) any of the Pari Term Loan Debt Second Lien Obligations of such Series do not have an enforceable a valid and perfected security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Second Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Second Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Second Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Second Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Second Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Second Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Second Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Second Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Second Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Second Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Second Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Second Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Second Lien Obligations or the Pari Term Loan Debt Obligations Second Lien Security Documents governing such Pari Term Loan Debt Second Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Indenture (Cloud Peak Energy Inc.), Indenture (Sequatchie Valley Coal Corp)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Material Real Property (as defined in the First Lien Credit Agreement) subject to a mortgage that applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any other provision of any Debtor Relief Law), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Credit Agreement (Trinseo S.A.), Security Agreement (Trinseo S.A.)
Impairments. It is the intention of the Pari Term Loan Debt Passu Secured Parties of each Series that the holders of Pari Term Loan Debt Passu Obligations of such Series (and not the Pari Term Loan Debt Passu Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations), (y) any of the Pari Term Loan Debt Passu Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Passu Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Passu Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Passu Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Material Real Estate Asset (as defined in the Credit Agreement) subject to a mortgage that applies to all Pari Passu Obligations shall not be deemed to be an Impairment of any Series of Pari Passu Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any other provision of any Bankruptcy Law), any reference to such Pari Term Loan Debt Documents Passu Obligations or the Pari Term Loan Debt Obligations Passu Security Documents governing such Pari Term Loan Debt Passu Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Credit Agreement (INC Research Holdings, Inc.), First Lien Credit Agreement (Cotiviti Holdings, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to Mortgaged Properties (as defined in the Credit Agreement) which applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Collateral Agreement (Pathfinder Acquisition Corp), Intercreditor Agreement (SMART Global Holdings, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt Second Lien Secured Parties of each Series that the holders of Pari Term Loan Debt Second Lien Obligations of such Series (and not the Pari Term Loan Debt Second Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Second Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Second Lien Obligations), (y) any of the Pari Term Loan Debt Second Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Second Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Second Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Second Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Second Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Second Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Second Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Mortgaged Property (as defined in the Credit Agreement) that applies to all Second Lien Obligations shall not be deemed to be an Impairment of any Series of Second Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Second Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Second Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Second Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Second Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Second Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Second Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Second Lien Obligations or the Pari Term Loan Debt Obligations Second Lien Security Documents governing such Pari Term Loan Debt Second Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 2 contracts
Samples: Intercreditor Agreement (Focus Financial Partners Inc.), Intercreditor Agreement (Focus Financial Partners Inc.)
Impairments. It is the intention of the Pari Term Loan Debt Passu Secured Parties of each Series that the holders of Pari Term Loan Debt Passu Obligations of such Series (and not the Pari Term Loan Debt Passu Secured Parties of any other Series) bear the risk of (ia) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Obligations)obligations, (y) any of the Pari Term Loan Debt Passu Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Passu Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu Obligations or (iib) the existence of any Collateral for any other Series of Pari Term Loan Debt Passu Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (ia) or (iib) with respect to any Series of Pari Term Loan Debt Passu Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Passu Obligations or the Pari Term Loan Debt Obligations Passu Documents governing such Pari Term Loan Debt Passu Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any mortgaged real estate which applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any equivalent provision of any other Bankruptcy Law), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations Secured Credit Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.. -8- ARTICLE II
Appears in 1 contract
Samples: First Lien Intercreditor Agreement
Impairments. It is the intention of the Pari Term Loan Debt Second Lien Secured Parties of each Series that the holders of Pari Term Loan Debt Second Lien Obligations of such Series (and not the Pari Term Loan Debt Second Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Second Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Second Lien Obligations), (y) any of the Pari Term Loan Debt Second Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Second Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Second Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Second Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Second Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Second Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Second Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Second Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Second Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Second Lien Obligations (including, without limitation, including the right to receive distributions in respect of such Series of Pari Term Loan Debt Second Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Second Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Second Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Second Lien Obligations or the Pari Term Loan Debt Obligations Second Lien Documents governing such Pari Term Loan Debt Second Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Priority Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Priority Obligations of such Series (and not the Pari Term Loan Debt First Lien Priority Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Priority Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Priority Obligations), (y) any of the Pari Term Loan Debt First Lien Priority Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Priority Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Priority Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Priority Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Priority Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Priority Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Priority Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Priority Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Priority Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Priority Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Priority Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Priority Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Priority Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Priority Obligations or the Pari Term Loan Debt Obligations First Lien Priority Security Documents governing such Pari Term Loan Debt First Lien Priority Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any equivalent provision of any other Bankruptcy Law), any reference to such Pari Term Loan First Lien Obligations or the First Lien Debt Documents or the Pari Term Loan Debt Obligations governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Credit Agreement (Centurylink, Inc)
Impairments. It is the intention of the Pari Term Loan Debt Secured Parties Senior Claimholders of each Series that the holders of Pari Term Loan Debt Senior Obligations of such Series (and not the Pari Term Loan Debt Secured Parties Senior Claimholders of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Senior Obligations of such Series are unenforceable under applicable law Law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Senior Obligations), (y) any of the Pari Term Loan Debt Senior Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Senior Obligations and/or or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Senior Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Senior Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Senior Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Senior Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause (i) or (ii) with respect to any Series of Pari Term Loan Debt Senior Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Senior Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Senior Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Senior Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Senior Obligations pursuant to Section 2.012.1) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Senior Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Senior Obligations of any Series are modified pursuant to applicable law Law or Bankruptcy Law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Senior Obligations or the Pari Term Loan Debt Obligations Senior Documents governing such Pari Term Loan Debt Senior Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt Senior Secured Parties of each Series that the holders of Pari Term Loan Debt Senior Obligations of such Series (and not the Pari Term Loan Debt Senior Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Senior Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Senior Obligations), (y) any of the Pari Term Loan Debt Senior Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Senior Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Senior Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Senior Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Senior Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Senior Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Senior Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Real Property (as defined in the Credit Agreement) subject to a mortgage that applies to all Senior Obligations shall not be deemed to be an Impairment of any Series of Senior Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Senior Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Senior Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Senior Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Senior Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Senior Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Senior Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Senior Obligations or the Pari Term Loan Debt Obligations Senior Security Documents governing such Pari Term Loan Debt Senior Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Equal Priority Intercreditor Agreement (Weight Watchers International Inc)
Impairments. It is the intention of the Pari Term Loan Debt Senior Lien Secured Parties of each Series that the holders of Pari Term Loan Debt Senior Lien Obligations of such Series (and not the Pari Term Loan Debt Senior Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Senior Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Senior Lien Obligations), (y) any of the Pari Term Loan Debt Senior Lien Obligations of such Series do does not have an enforceable a valid and perfected security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Senior Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Senior Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Senior Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Senior Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Senior Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Senior Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Senior Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Senior Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Senior Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Senior Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Senior Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Senior Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Senior Lien Obligations or the Pari Term Loan Debt Obligations Senior Lien Documents governing such Pari Term Loan Debt Senior Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any real property subject to a mortgage which applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Intercreditor Agreement (Sabine Pass Tug Services, LLC)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to Mortgaged Properties (as defined in the Credit Agreement) which applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Intercreditor Agreement (Amc Entertainment Holdings, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Priority Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Priority Obligations of such Series (and not the Pari Term Loan Debt First Lien Priority Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Priority Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Priority Obligations), (y) any of the Pari Term Loan Debt First Lien Priority Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Priority Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Priority Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Priority Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Priority Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Priority Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Priority Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Mortgage (as defined in any of the Secured Credit Documents) that applies to all First Lien Priority Obligations shall not be deemed to be an Impairment of any Series of First Lien Priority Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Priority Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Priority Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Priority Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Priority Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Priority Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Priority Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Priority Obligations or the Pari Term Loan Debt Obligations First Lien Priority Security Documents governing such Pari Term Loan Debt First Lien Priority Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Trademark Security Agreement (DIEBOLD NIXDORF, Inc)
Impairments. It is the intention of the Pari Term Loan Debt Senior Priority Secured Parties of each Series that the holders of Pari Term Loan Debt Senior Priority Obligations of such Series (and not the Pari Term Loan Debt Senior Priority Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Senior Priority Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Senior Priority Obligations), (y) any of the Pari Term Loan Debt Senior Priority Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Senior Priority Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Senior Priority Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Senior Priority Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Senior Priority Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Senior Priority Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause (i) or (ii) with respect to any Series of Pari Term Loan Debt Senior Priority Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any mortgage, deed of assignment or similar encumbrance which applies to all Senior Priority Obligations shall not be deemed to be an Impairment of any Series of Senior Priority Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Senior Priority Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Senior Priority Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Senior Priority Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Senior Priority Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Senior Priority Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Senior Priority Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Senior Priority Obligations or the Pari Term Loan Debt Obligations Senior Priority Security Documents governing such Pari Term Loan Debt Senior Priority Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, including the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Credit Agreement (Trinet Group Inc)
Impairments. It is the intention of the Pari Term Loan Debt Passu Secured Parties of each Series that the holders of Pari Term Loan Debt Passu Obligations of such Series (and not the Pari Term Loan Debt Passu Secured Parties of any the other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another the other Series of Pari Term Loan Debt Passu Obligations), (y) any of the Pari Term Loan Debt Passu Obligations of such Series do not have an enforceable a valid and perfected security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Passu Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another the other Series of Pari Term Loan Debt Passu Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Passu Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Passu Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Passu Obligations or the Pari Term Loan Debt Obligations Secured Credit Documents governing such Pari Term Loan Debt Passu Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt Equal Priority Secured Parties of each Series that the holders of Pari Term Loan Debt Equal Priority Obligations of such Series (and not the Pari Term Loan Debt Equal Priority Secured Parties of any other Series) bear the risk of (ia) any determination by a court of competent jurisdiction that (xi) any of the Pari Term Loan Debt Equal Priority Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Equal Priority Obligations), (yii) any of the Pari Term Loan Debt Equal Priority Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Equal Priority Obligations and/or (ziii) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Equal Priority Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Equal Priority Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Equal Priority Obligations or (iib) the existence of any Collateral for any other Series of Pari Term Loan Debt Equal Priority Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (ia) or (iib) with respect to any Series of Pari Term Loan Debt Equal Priority Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to Material Real Estate Assets (as defined in the Senior Credit Agreement) subject to a Mortgage (as defined in the Senior Credit Agreement) securing any Equal Priority Obligations shall not be deemed to be an Impairment of any Series of Equal Priority Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Equal Priority Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Equal Priority Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Equal Priority Obligations (including, without limitation, including the right to receive distributions in respect of such Series of Pari Term Loan Debt Equal Priority Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Equal Priority Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Equal Priority Obligations of any Series are modified pursuant to applicable law (including, without limitation, including pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Equal Priority Obligations or the Pari Term Loan Debt Obligations Secured Credit Documents governing such Pari Term Loan Debt Equal Priority Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Equal Priority Intercreditor Agreement (Entegris Inc)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any equivalent provision of any other Bankruptcy Law), any reference to such Pari Term Loan First Lien Obligations or the First Lien Debt Documents or the Pari Term Loan Debt Obligations governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Pari Passu Intercreditor Agreement (Nauticus Robotics, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt First-Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First-Lien Obligations of such Series (and not the Pari Term Loan Debt First-Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First-Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First-Lien Obligations), (y) any of the Pari Term Loan Debt First-Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First-Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First-Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First-Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First-Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First-Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First-Lien Obligations, an “Impairment” of such Series); provided, that the existence of a maximum claim with respect to any Mortgages on real property which applies to all First-Lien Obligations shall not be deemed to be an Impairment of any Series of First-Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First-Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First-Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First-Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First-Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne held solely by the holders of the Series of such Pari Term Loan Debt First-Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First-Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First-Lien Obligations or the Pari Term Loan Debt Obligations First-Lien Security Documents governing such Pari Term Loan Debt First-Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Secured Credit Obligations or the Pari Term Loan Debt Obligations First Lien Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: First Lien Intercreditor Agreement (RR Donnelley & Sons Co)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Priority Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Priority Obligations of such Series (and not the Pari Term Loan Debt First Lien Priority Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Priority Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Priority Obligations), (y) any of the Pari Term Loan Debt First Lien Priority Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Priority Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Priority Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Priority Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Priority Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Priority Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses Exhibit 10.13 (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Priority Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Mortgaged Property (as defined in the Credit Agreement) that applies to all First Lien Priority Obligations shall not be deemed to be an Impairment of any Series of First Lien Priority Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Priority Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Priority Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Priority Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Priority Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Priority Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Priority Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Priority Obligations or the Pari Term Loan Debt Obligations First Lien Priority Security Documents governing such Pari Term Loan Debt First Lien Priority Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: First Lien Priority Intercreditor Agreement (Domus Holdings Corp)
Impairments. It is the intention of the Pari Term Loan Debt Passu Secured Parties of each Series that the holders of Pari Term Loan Debt Passu Obligations of such Series (and not the Pari Term Loan Debt Passu Secured Parties of any other Series) bear the risk of (ia) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations), (y) any of the Pari Term Loan Debt Passu Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Passu Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu Obligations or (iib) the existence of any Collateral for any other Series of Pari Term Loan Debt Passu Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (ia) or (iib) with respect to any Series of Pari Term Loan Debt Passu Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu Obligations pursuant to Section 2.0111.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Passu Obligations or the Pari Term Loan Debt Obligations Passu Documents governing such Pari Term Loan Debt Passu Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any mortgaged real estate which applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any equivalent provision of any other Bankruptcy Law), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations Secured Credit Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: First Lien Intercreditor Agreement (Concordia International Corp.)
Impairments. It is the intention of the Pari Term Loan Debt Passu Secured Parties of each Series that the holders of Pari Term Loan Debt Passu Obligations of such Series (and not the Pari Term Loan Debt Passu Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt ObligationsPassu Obligations as provided herein), (y) any of the Pari Term Loan Debt Passu Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Passu Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Passu Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Passu Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Passu Obligations or the Pari Term Loan Debt Obligations Passu Documents governing such Pari Term Loan Debt Passu Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Material Real Estate Asset (as defined in the Credit Agreement) subject to a mortgage that applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any other provision of any Bankruptcy Law), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Mortgaged Property (as defined in the Credit Agreement) that applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.. ARTICLE II
Appears in 1 contract
Samples: Credit Agreement
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Mortgage (as defined in the Credit Agreement) that applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Lien Intercreditor Agreement (Academy Sports & Outdoors, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt Equal Priority Secured Parties of each Series that the holders of Pari Term Loan Debt Equal Priority Obligations of such Series (and not the Pari Term Loan Debt Equal Priority Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Equal Priority Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Equal Priority Obligations), (y) any of the Pari Term Loan Debt Equal Priority Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Equal Priority Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Equal Priority Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Equal Priority Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Equal Priority Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Equal Priority Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Equal Priority Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to Mortgaged Properties (as defined in the Senior Credit Agreement) which applies to all Equal Priority Obligations shall not be deemed to be an Impairment of any Series of Equal Priority Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Equal Priority Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Equal Priority Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Equal Priority Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Equal Priority Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Equal Priority Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Equal Priority Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Equal Priority Obligations or the Pari Term Loan Debt Obligations Secured Credit Documents governing such Pari Term Loan Debt Equal Priority Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Equal Priority Intercreditor Agreement (Ww International, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt Equal Priority Secured Parties of each Series that the holders of Pari Term Loan Debt Equal Priority Obligations of such Series (and not the Pari Term Loan Debt Equal Priority Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Equal Priority Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Equal Priority Obligations), (y) any of the Pari Term Loan Debt Equal Priority Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Equal Priority Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Equal Priority Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Equal Priority Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Equal Priority Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Equal Priority Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Equal Priority Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to Mortgaged Properties (as defined in the 2027 Note Purchase Agreement or 2029 Note Purchase Agreement) which applies to all Equal Priority Obligations shall not be deemed to be an Impairment of any Series of Equal Priority Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Equal Priority Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Equal Priority Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Equal Priority Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Equal Priority Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Equal Priority Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Equal Priority Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Equal Priority Obligations or the Secured Debt Documents or the Pari Term Loan Debt Obligations governing such Pari Term Loan Debt Equal Priority Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Equal Priority Intercreditor Agreement (Velocity Financial, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Material Real Property (as defined in the First Lien Credit Agreement) subject to a mortgage that applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First-Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First-Lien Obligations of such Series (and not the Pari Term Loan Debt First-Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First-Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First-Lien Obligations), (y) any of the Pari Term Loan Debt First-Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First-Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First-Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First-Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First-Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First-Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First-Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Material Real Property subject to a mortgage that applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First-Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First-Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First-Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First-Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First-Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First-Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First-Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or pursuant to any other Debtor Relief Law), any reference to such Pari Term Loan Debt Documents First-Lien Obligations or the Pari Term Loan Debt Obligations First-Lien Security Documents governing such Pari Term Loan Debt First-Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Credit Agreement (Patheon Inc)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.. ARTICLE II
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Material Real Estate Asset (as defined in the First Lien Credit Agreement) subject to a mortgage that applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any other provision of any Bankruptcy Law), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: First Lien Intercreditor Agreement (Blackstone Mortgage Trust, Inc.)
Impairments. It is the intention of the Pari Term Loan Debt Junior Lien Secured Parties of each Series that the holders of Pari Term Loan Debt Junior Lien Obligations of such Series (and not the Pari Term Loan Debt Junior Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Junior Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Junior Lien Obligations), (y) any of the Pari Term Loan Debt Junior Lien Obligations of such Series do does not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Junior Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Junior Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Junior Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Junior Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Junior Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Junior Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Junior Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Junior Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Junior Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Junior Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Junior Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Junior Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Junior Lien Obligations or the Pari Term Loan Debt Obligations Junior Lien Documents governing such Pari Term Loan Debt Junior Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause (i) or (ii) clauses with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided, that the existence of a maximum claim with respect to properties subject to a mortgage in favor of any First Lien Secured Party which applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Intercreditor Agreement (Spanish Broadcasting System Inc)
Impairments. It is the intention of the Pari Term Loan Debt Secured Parties of each Series that the holders of Pari Term Loan Debt Obligations of such Series (and not the Pari Term Loan Debt Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Obligations), (y) any of the Pari Term Loan Debt Obligations of such Series do not have an enforceable a valid and perfected security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Obligations or the Pari Term Loan Debt Obligations Security Documents governing such Pari Term Loan Debt Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt Secured Parties of each Series that the holders of Pari Term Loan Debt Priority Obligations of such Series (and not the Pari Term Loan Debt Secured Parties of any other Series) bear the risk of (ia) any determination by a court of competent jurisdiction that (xi) any of the Pari Term Loan Debt Priority Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Priority Obligations), (yii) any of the Pari Term Loan Debt Priority Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Priority Obligations and/or (ziii) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Priority Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Priority Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Priority Obligations or (iib) the existence of any Collateral for any other Series of Pari Term Loan Debt Priority Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (ia) or (iib) with respect to any Series of Pari Term Loan Debt Priority Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to Mortgaged Properties (as defined in the Credit Agreement) which applies to all Priority Obligations shall not be deemed to be an Impairment of any Series of Priority Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Priority Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Priority Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Priority Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Priority Obligations pursuant to Section 2.012.1) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Priority Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Priority Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Priority Obligations or the Priority Debt Documents or the Pari Term Loan Debt Obligations governing such Pari Term Loan Debt Priority Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt Secured Parties of each Series that the holders of Pari Term Loan Debt Obligations of such Series (and not the Pari Term Loan Debt Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Obligations), (y) any of the Pari Term Loan Debt Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause (i) or (ii) with respect to any Series of Pari Term Loan Debt Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Obligations or the Pari Term Loan Debt Obligations Security Documents governing such Pari Term Loan Debt Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt Secured Parties of each Series that the holders of Pari Term Loan Debt Obligations of such Series (and not the Pari Term Loan Debt Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Obligations), (y) any of the Pari Term Loan Debt Obligations of such Series do not have an enforceable a valid and perfected security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Mortgage (as defined in the Credit Agreement) that applies to all Pari Obligations shall not be deemed to be an Impairment of any Series of Pari Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Obligations or the Pari Term Loan Debt Obligations Security Documents governing such Pari Term Loan Debt Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Obligations First Lien Obligations, or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any equivalent provisions of any other Bankruptcy Law), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations Secured Credit Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any real property subject to a mortgage which applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt Secured Parties of each Series that the holders of Pari Term Loan Debt Obligations of such Series (and not the Pari Term Loan Debt Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Obligations), (y) any of the Pari Term Loan Debt Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause (i) or (ii) with respect to any Series of Pari Term Loan Debt Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents or the Pari Term Loan Debt Obligations governing such Pari Term Loan Debt Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Pledge and Security Agreement (Delphi Technologies PLC)
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral for such Series (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series); provided that the existence of a maximum claim with respect to any Material Real Estate Asset (as defined in the First Lien Credit Agreement) subject to a mortgage that applies to all First Lien Obligations shall not be deemed to be an Impairment of any Series of First Lien Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy CodeCode or any other provision of any Bankruptcy Law), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Security Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt Passu Secured Parties of each Series that the holders of Pari Term Loan Debt Passu Obligations of such Series (and not the Pari Term Loan Debt Passu Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations), (y) any of the Pari Term Loan Debt Passu Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Passu Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Passu Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Passu Obligations, an “Impairment” of such Series); provided, that the existence of a maximum claim with respect to any real property subject to a mortgage which applies to all Pari Passu Obligations shall not be deemed to be an Impairment of any Series of Pari Passu Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Passu Obligations or the Pari Term Loan Debt Obligations Passu Security Documents governing such Pari Term Loan Debt Passu Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Impairments. It is the intention of the Pari Term Loan Debt First Lien Secured Parties of each Series that the holders of Pari Term Loan Debt First Lien Obligations of such Series (and not the Pari Term Loan Debt First Lien Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt First Lien Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations), (y) any of the Pari Term Loan Debt First Lien Obligations of such Series do not have an enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt First Lien Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt First Lien Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt First Lien Obligations but junior to the security interest of any other Series of Pari Term Loan Debt First Lien Obligations or and (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt First Lien Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt First Lien Obligations, an “Impairment” of such Series). In the event of any Impairment with respect to any Series of Pari Term Loan Debt First Lien Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt First Lien Obligations, and the rights of the holders of such Series of Pari Term Loan Debt First Lien Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt First Lien Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt First Lien Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt First Lien Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents First Lien Obligations or the Pari Term Loan Debt Obligations First Lien Documents governing such Pari Term Loan Debt First Lien Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Collateral Agreement (Sinclair Broadcast Group Inc)
Impairments. It is the intention of the Pari Term Loan Debt Passu Secured Parties Parties of each Series that the holders of Pari Term Loan Debt Passu Obligations of such Series (and not the Pari Term Loan Debt Passu Secured Parties of any other Series) bear the risk of (i) any determination by a court of competent jurisdiction that (x) any of the Pari Term Loan Debt Passu Obligations of such Series are unenforceable under applicable law or are subordinated to any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations), (y) any of the Pari Term Loan Debt Passu Obligations of such Series do not have an enforceable enforceable security interest in any of the Collateral securing any other Series of Pari Term Loan Debt Obligations Passu Obligations and/or (z) any intervening security interest exists securing any other obligations (other than another Series of Pari Term Loan Debt Passu Obligations) on a basis ranking prior to the security interest of such Series of Pari Term Loan Debt Passu Obligations but junior to the security interest of any other Series of Pari Term Loan Debt Passu Obligations or (ii) the existence of any Collateral for any other Series of Pari Term Loan Debt Obligations Passu Obligations that is not Shared Collateral (any such condition referred to in the foregoing clause clauses (i) or (ii) with respect to any Series of Pari Term Loan Debt Passu Obligations, an “Impairment” of such Series); provided, that the existence of a maximum claim with respect to any real property subject to a mortgage which applies to all Pari Passu Obligations shall not be deemed to be an Impairment of any Series of Pari Passu Obligations. In the event of any Impairment with respect to any Series of Pari Term Loan Debt Passu Obligations, the results of such Impairment shall be borne solely by the holders of such Series of Pari Term Loan Debt Passu Obligations, and the rights of the holders of such Series of Pari Term Loan Debt Passu Obligations (including, without limitation, the right to receive distributions in respect of such Series of Pari Term Loan Debt Passu Obligations pursuant to Section 2.01) set forth herein shall be modified to the extent necessary so that the effects of such Impairment are borne solely by the holders of the Series of such Pari Term Loan Debt Passu Obligations subject to such Impairment. Additionally, in the event the Pari Term Loan Debt Passu Obligations of any Series are modified pursuant to applicable law (including, without limitation, pursuant to Section 1129 of the Bankruptcy Code), any reference to such Pari Term Loan Debt Documents Passu Obligations or the Pari Term Loan Debt Obligations Passu Security Documents governing such Pari Term Loan Debt Passu Obligations shall refer to such obligations or such documents as so modified.
Appears in 1 contract
Samples: Passu Intercreditor Agreement (Burlington Stores, Inc.)
