Permitted Junior Lien Debt means the Junior Lien Notes and any other Indebtedness secured by a Lien on the Junior Lien Notes Collateral permitted by Section 10.2(c) or (r).
Permitted Junior Lien Debt means Indebtedness of the Borrower so long as, (I) the maturity date of such Indebtedness shall be no earlier than 90 days following the Latest Maturity Date then in effect and such Indebtedness shall not require any mandatory prepayments other than Permitted Mandatory Prepayments, (II) such Indebtedness (x) shall not require scheduled amortization payments prior to the date that is 90 days after the then Latest Maturity Date, (y) shall have no financial maintenance covenants of a different type than those set forth in Section 6.10, and no financial maintenance covenants that are more restrictive than those set forth in Section 6.10, and (z) does not have negative covenants and/or default provisions that, taken as a whole, are materially more restrictive than those applicable to this Agreement as determined in good faith by the Borrower unless, in each case of clauses (y) and (z) such terms (A) if favorable to the Lenders, are, in consultation with the Administrative Agent, incorporated into this Agreement for the benefit of all Lenders in an amendment reasonable acceptable to the Administrative Agent or (B) become applicable only after the Revolving Facility shall have matured or been terminated and any Term Loans existing at such date have been paid in full and (III) such Indebtedness is not guaranteed by any subsidiaries of the Borrower that do not guarantee the Obligations and is secured on a junior lien basis by all or a portion of the Collateral (and no additional assets) securing the Obligations pursuant to an intercreditor agreement reasonably satisfactory to the Administrative Agent.
Permitted Junior Lien Debt means secured Indebtedness incurred by Borrower, and which may provide for guarantees with respect thereto by any Loan Party, in the form of second lien (or lower priority) secured notes or loans; provided, that (i) such Indebtedness is secured by the Collateral on a junior lien basis to the Secured Obligations, (ii) such Indebtedness is not secured by any Lien on any asset of any Person other than any Property constituting Collateral, (iii) the security agreements relating to such Indebtedness are, taken as a whole and as determined by Borrower, substantially the same as the Security Documents (with such differences as are reasonably satisfactory to the Administrative Agent); provided that a certificate of a Responsible Officer of Borrower delivered to the Administrative Agent at least five Business Days prior to the incurrence of such Indebtedness, together with a reasonably detailed description of the material terms and conditions of such Indebtedness or drafts of the documentation relating thereto, stating that Borrower has determined in good faith that such terms and conditions satisfy the requirement of this clause (iii) shall be conclusive evidence that such terms and conditions satisfy such requirement unless the Administrative Agent notifies Borrower within such five Business Day period that it reasonably disagrees with such determination (including a description of the basis upon which it disagrees), (iv) such Indebtedness shall not be subject to any guarantee by any Person other than a Loan Party and (v) a Senior Representative validly acting on behalf of the holders of such Indebtedness shall have become a party to the First Lien/Second Lien Intercreditor Agreement with the Administrative Agent and/or the Collateral Agent (as agent for the Secured Parties) and any other Senior Representative then party to such First Lien/Second Lien Intercreditor Agreement. Permitted Junior Lien Debt will include any Registered Equivalent Notes issued in exchange therefor.
Examples of Permitted Junior Lien Debt in a sentence
Each Secured Party acknowledges and agrees that any of the Administrative Agent and Collateral Agent (or one or more of their respective Affiliates) may (but are not obligated to) act as the “Debt Representative” or like term for the holders of Permitted Pari Passu Debt or Permitted Junior Lien Debt under the security agreements with respect thereto or any Intercreditor Agreement then in effect.
Section 1.1 is hereby amended by deleting the words “exchanged Junior Lien Debt for” in the definition of Additional Permitted Junior Lien Debt and replacing them with “prepaid, repurchased, redeemed, exchanged or otherwise defeased”.
In the event the Parent or the Borrower intends to issue Permitted Senior Unsecured Notes or Permitted Junior Lien Debt, prior written notice of such intended offering of such Permitted Senior Unsecured Notes or Permitted Junior Lien Debt, the anticipated amount thereof, and the anticipated date of closing and promptly when available will furnish a copy of the preliminary offering memorandum (if any) and the final offering memorandum (if any).
The Borrower will not, nor will it permit any of its Subsidiaries to, amend, modify or waive any instruments, agreements or other documents in respect of Permitted Junior Lien Debt, in each case, in a manner materially adverse to the Lenders or in contravention of the Junior Lien Intercreditor Agreement.
Promptly, but in any event within five (5) Business Days after the execution thereof, copies of any amendment, modification or supplement to any of the documents governing the Existing Notes (or any Permitted Refinancing Debt incurred in replacement thereof), any documents governing any Permitted Junior Lien Debt or to the Organizational Documents, any preferred stock designation or any other organic document of the Borrower or any Subsidiary.
More Definitions of Permitted Junior Lien Debt
Permitted Junior Lien Debt means secured Debt (other than the Indebtedness) which (i) may be senior, senior subordinated or subordinated Debt, (ii) does not provide for any scheduled payment of principal, mandatory Redemptions or scheduled sinking fund payment on or before the date that is at least one hundred eighty (180) days following the Maturity Date in effect at the time of issuance (other than provisions requiring Redemption or offers to Redeem in connection with asset sales or a change in control); (iii) does not contain financial and negative covenants and events of default that are, taken as a whole, more restrictive with respect to the Credit Parties than the financial and negative covenants and Events of Default herein (as determined in good faith by senior management of the Parent) unless either (x) this Agreement is amended to include such more restrictive covenants and events of default, taken as a whole (which such amendment shall be executed among the Administrative Agent and the Borrower and will not be subject to the requirements of Section 12.02(b)) or (y) such more restrictive covenants and events of default shall only become applicable after the termination of this Agreement and (iv) is subject at all times to an Intercreditor Agreement providing that the Liens securing such obligations shall rank junior to the Liens securing the Indebtedness, in each case, issued or incurred by the Borrower and guaranteed by the Guarantors (provided that no Subsidiary of the Borrower (other than a Guarantor or a Person who becomes a Guarantor in connection therewith) is an obligor under such Debt).
Permitted Junior Lien Debt means Debt secured by a Lien junior in priority to the Liens securing the Secured Obligations and satisfies the following conditions: (a) such Debt does not have an interest rate that would cause any non-compliance with Section 9.22; (b) such Debt (or the documents governing such Debt) shall not contain (i) any individual financial maintenance covenant or event of default that is more restrictive or onerous with respect to the Borrower and the Subsidiaries than any individual financial maintenance covenant or event of default, as applicable, in this Agreement, (ii) any covenants (other than financial maintenance covenants) that, taken as a whole, are more onerous or restrictive with respect to the Borrower and the Subsidiaries than the covenants in this Agreement, (iii) restrictions on the ability of the Borrower or any of its Subsidiaries to guarantee the Secured Obligations or to pledge assets as collateral security for the Secured Obligations, or (iv) any prohibition on the prior repayment of any Secured Obligations; (c) the Liens securing such Debt are subordinated to the Liens securing the Secured Obligations and such Liens and the terms of such Debt are subject to the Second Lien Intercreditor Agreement and the security documents creating junior liens securing such Debt shall be reasonably acceptable to the Administrative Agent; (d) at the time of incurring such Debt (i) no Default has occurred and is then continuing, (ii) no Default would result from the incurrence of such Debt after giving effect to the incurrence of such Debt, and (iii) after giving effect to the incurrence thereof, the Borrower is in pro forma compliance with the financial covenants contained in Section 9.01, and (e) the terms of such Debt (or the documents governing such Debt) do not provide for a maturity date or any scheduled principal repayment, mandatory principal redemption or sinking fund obligation in each case prior to the 180th day after the Maturity Date (other than customary offers to purchase upon a change of control, asset sale, or casualty or condemnation event (so long as any such mandatory prepayment or offer to purchase in respect of any asset sale, casualty or condemnation event is made subject to the applicable prepayment provisions set forth in this Agreement) and customary acceleration rights after an event of default).
Permitted Junior Lien Debt means Indebtedness of the Borrower so long as, (I) the maturity date of such Indebtedness shall be no earlier than 90 days following the Latest Maturity Date then in effect and such Indebtedness shall not require any mandatory prepayments other than Permitted Mandatory Prepayments, (II) such Indebtedness (x) shall not require scheduled amortization payments prior to the date that is 90 days after the then Latest Maturity Date, (y) shall have no financial maintenance covenants of a different type than those set forth in Section 6.10, and no financial maintenance covenants that are more restrictive than those set forth in Section 6.10, and (z) does not have negative covenants and/or default provisions that, taken as a whole, are materially more restrictive than those applicable to this Agreement as determined in good faith by the Borrower unless, in each case of clauses (y) and(z) such terms (A) if favorable to the Lenders, are, in consultation with the Administrative Agent, incorporated into this Agreement for the benefit of all Lenders in an amendment reasonable acceptable to the Administrative Agent or (B) become applicable only after the Revolving Facility shall have matured or been terminated and any Term Loans existing at such date have been paid in full and (III) such Indebtedness is not guaranteed by any subsidiaries of the Borrower that do not guarantee the Obligations and is secured on a junior lien basis by all or a portion of the Collateral (and no additional assets) securing the Obligations pursuant to an intercreditor agreement reasonably satisfactory to the Administrative Agent.
Permitted Junior Lien Debt means Junior Lien Debt permitted under Section 7.03(c) or Section 7.03(l).
Permitted Junior Lien Debt in Section 1.02 of the Credit Agreement is hereby amended and restated as set forth below:
Permitted Junior Lien Debt. Indebtedness of the Borrower that is secured by Liens junior and subordinated to the Liens securing the Obligations and (i) is on terms that are not more restrictive, taken as a whole, on the Borrower than the terms of this Agreement, as determined in the reasonable judgment of the Administrative Agent, (ii) has a final maturity date not earlier than October 1, 2014, and (iii) is subject to an intercreditor agreement to be agreed among the Administrative Agent and the agent thereof.
Permitted Junior Lien Debt has the meaning set forth in Section 5.12(e).