When Discharge of First Lien Obligations Deemed to Not Have Occurred. If at any time in connection with or after the Discharge of First Lien Obligations the Borrowers enter into any Refinancing of any First Lien Loan Document evidencing a First Lien Obligation, then such Discharge of First Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, the First Lien Loan Documents and the Second Lien Loan Documents, and the obligations under such Refinancing shall automatically be treated as First Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, the related documents shall be treated as First Lien Loan Documents for all purposes of this Agreement and the first lien collateral agent under such Refinanced First Lien Loan Documents shall be a First Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Borrowers have entered into a new First Lien Loan Document (which notice shall include the identity of the new collateral agent, such agent, the “New Agent”), the Second Lien Collateral Agent shall promptly (a) enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrowers or such New Agent shall reasonably request in order to confirm to the New Agent the rights contemplated hereby, in each case consistent in all material respects with the terms of this Agreement and (b) deliver to the New Agent the Pledged Collateral together with any necessary endorsements (or otherwise allow the New Agent to obtain control of such Pledged Collateral). If the new First Lien Obligations under the new First Lien Loan Documents are secured by assets of the Loan Parties of the type constituting Collateral that do not also secure the Second Lien Obligations, then the Second Lien Obligations shall be secured at such time by a second priority Lien on such assets to the same extent provided in the Second Lien Security Documents.
When Discharge of First Lien Obligations Deemed to Not Have Occurred. If prior to or concurrently with the Discharge of First-Lien Obligations, the Borrower enters into any Refinancing of any First-Lien Credit Document evidencing a First-Lien Obligation, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing First-Lien Credit Document shall automatically be treated as First-Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the first-lien collateral agent under such First-Lien Credit Documents shall be the First-Lien Collateral Agent for all purposes of this Agreement. Upon receipt of a notice stating that the Borrower has entered into a new First-Lien Credit Document (which notice shall include the identity of the new agent, such agent, the “New Agent”), the Second-Lien Collateral Agent shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the Borrower or such New Agent may reasonably request in order to provide to the New Agent the rights contemplated hereby, in each case consistent in form and substance with the terms of this Agreement.
When Discharge of First Lien Obligations Deemed to Not Have Occurred. Section 5.5 of the Intercreditor Agreement is hereby amended by inserting the following phrase “the priority and right of payment of the Obligations and” immediately prior to the phrase “the Lien priorities and rights against the Collateral set forth herein,” towards the end of the first sentence thereof.
When Discharge of First Lien Obligations Deemed to Not Have Occurred. If at any time after the Discharge of First-Lien Obligations has occurred Operating designates any First-Lien Obligations for purposes hereof, then such Indebtedness shall automatically be treated as a First-Lien Obligation for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Common Collateral set forth herein. Upon receipt of notice of such designation (including the identity of the new Senior Credit Agent), the Collateral Agent shall promptly (i) enter into such documents and agreements (including amendments or supplements to this Agreement) as Operating or such new Senior Credit Agent shall reasonably request in order to provide to the new Senior Credit Agent the rights of the Senior Credit Agent contemplated hereby and (ii) deliver to the Senior Credit Agent the Pledged Collateral together with any necessary endorsements (or otherwise allow such Senior Credit Agent to obtain control of such Pledged Collateral).
When Discharge of First Lien Obligations Deemed to Not Have Occurred. If concurrently with the Discharge of First Lien Obligations, the Borrower enters into any Refinancing of any First Lien Loan Document evidencing a First Lien Obligation which Refinancing is permitted by the Second Lien Loan Documents, then such Discharge of First Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement (other than with respect to any actions taken as a result of the occurrence of such first Discharge of First Lien Obligations), and, from and after the date on which the New First Lien
When Discharge of First Lien Obligations Deemed to Not Have Occurred. If at any time in connection with or after the Discharge of First Lien Obligations has occurred, Borrower either in connection therewith or thereafter enter into any Refinancing of any First Lien Credit Document evidencing a First Lien Obligation, then such Discharge of First Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement (other than with respect to any actions taken as a result of the occurrence of such first Discharge of First Lien Obligations), and, from and after the date on which the New First Lien Debt Notice (defined below) is delivered to the Designated Second Lien Representative in accordance with the next sentence, the obligations under such Refinancing of the First Lien Credit Document shall automatically be treated as First Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set
When Discharge of First Lien Obligations Deemed to Not Have Occurred. Upon receipt of a notice (the “New First Lien Debt Notice”) stating that the First Lien Borrowers (or any of them) have entered into a new First Lien Document (which notice shall include the identity of the new senior collateral agent, such agent, the “New First Lien Agent”) that Refinances some or all of the First Lien Credit Agreement or any new First Lien Document, the Second Lien Agents shall promptly enter into such documents and agreements (including amendments or supplements to this Agreement) as the applicable First Lien Borrowers or such New First Lien Agent shall reasonably request in order to provide to the New First Lien Agent the rights contemplated hereby, in each case consistent in all material respects with the terms of this Agreement. The New First Lien Agent shall agree in a writing addressed to the Second Lien Agents and the Second Lien Claimholders to be bound by the terms of this Agreement. If the new First Lien Obligations under the new First Lien Documents are secured by assets of the Grantors constituting Collateral that do not also secure the applicable Second Lien Obligations, then the Second Lien Obligations shall be secured at such time by a second priority Lien on such assets to the same extent provided in the Second Lien Collateral Documents and this Agreement.
When Discharge of First Lien Obligations Deemed to Not Have Occurred. If, in connection with the Discharge of First-Lien Obligations, the Company or any other Grantor enters into any substantially concurrent Refinancing of any First-Lien Obligations, then such Discharge of First-Lien Obligations shall automatically be deemed not to have occurred for all purposes of this Agreement and the applicable agreement governing such
When Discharge of First Lien Obligations Deemed to Not Have Occurred. If Borrower enters into any Refinancing of the First Lien Obligations, then a Discharge of First Lien Obligations shall be deemed not to have occurred for all purposes of this Agreement, and the obligations under such Refinancing of such First Lien Obligations shall be treated as First Lien Obligations for all purposes of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and First Lien Agent under the First Lien Loan Documents effecting such Refinancing shall be First Lien Agent for all purposes of this Agreement. First Lien Agent under such First Lien Loan Documents shall agree (in a writing addressed to Second Lien Agent for the benefit of itself and the Second Lien Claimholders) to be bound by the terms of this Agreement.
When Discharge of First Lien Obligations Deemed to Not Have Occurred. If the First Lien Credit Facility Borrowers (or any of them) enter into any Refinancing of the First Lien Obligations that is intended to be secured by the Collateral on a first priority basis, then a Discharge of First Lien Ob- ligations shall be deemed not to have occurred for all purposes of this Agreement, and the obligations un- der such Refinancing of such First Lien Obligations shall be treated as First Lien Obligations for all pur- poses of this Agreement, including for purposes of the Lien priorities and rights in respect of Collateral set forth herein, and the First Lien Credit Facility Agent under the First Lien Credit Facility Documents effecting such Refinancing shall be the First Lien Credit Facility Agent for all purposes of this Agree- ment. The First Lien Credit Facility Agent under such First Lien Credit Facility Documents shall agree (in a writing addressed to the Notes Collateral Agent) to be bound by the terms of this Agreement.
