Senior Lien Collateral Agent definition

Senior Lien Collateral Agent in the Junior Lien Subordination and Intercreditor Agreement shall be deemed to include the New Collateral Agent and each reference to “Senior Lien Claimholders” shall include the Additional Senior Lien Claimholders represented by such New Representative and New Collateral Agent. The Junior Lien Subordination and Intercreditor Agreement is hereby incorporated herein by reference. Each of the New Representative and New Collateral Agent represents and warrants to the other Representatives, Collateral Agents and the other Claimholders that (i) it has full power and authority to enter into this Joinder Agreement, in its capacity as [agent][trustee], (ii) this Joinder Agreement has been duly authorized, executed and delivered by it and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms and the terms of the Junior Lien Subordination and Intercreditor Agreement and (iii) the [Senior Lien Documents relating to such Additional Senior Lien Claims provide][Replacement Senior Lien Credit Agreement provides] that, upon the New Representative’s and New Collateral Agent’s entry into this Agreement, the Additional Senior Lien Claimholders in respect of such Additional Senior Lien Claims will be subject to and bound by the provisions of the Junior Lien Subordination and Intercreditor Agreement as Senior Lien Claimholders. This Joinder Agreement may be executed in counterparts, each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed signature page to this Joinder Agreement by facsimile or other electronic transmission shall be effective as delivery of a manually signed counterpart of this Joinder Agreement. Except as expressly supplemented hereby, the Junior Lien Subordination and Intercreditor Agreement shall remain in full force and effect. THIS JOINDER AGREEMENT SHALL BE CONSTRUED, INTERPRETED AND THE RIGHTS OF THE PARTIES DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, AS APPLIED TO CONTRACTS MADE AND PERFORMED WITHIN THE STATE OF NEW YORK, INCLUDING, WITHOUT LIMITATION, SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW AND NEW YORK CIVIL PRACTICE LAWS AND RULES 327(b). Any provision of this Joinder Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining pr...

Senior Lien Collateral Agent means (i) in the case of any Initial Senior Lien Obligations or the Initial Senior Lien Claimholders, the Initial Senior Lien Collateral Agent and (ii) in the case of any Additional Senior Lien Obligations and the Additional Senior Lien Claimholders in respect thereof, the Person serving as collateral agent (or the equivalent) for such Additional Senior Lien Obligations and that is named as the Senior Lien Collateral Agent in respect of such Additional Senior Lien Obligations in the applicable Joinder Agreement if such Person becomes a party to this Agreement or, if not, as named in the applicable Senior Lien Documents (each, in the case of this clause (ii) together with its successors and assigns in such capacity, an “Additional Senior Lien Collateral Agent”). In the case of any Senior Lien Obligations that are not represented by an agent, all references herein to Senior Lien Collateral Agent or Additional Senior Lien Collateral Agent shall refer to the holder of such Senior Lien Obligations.

Senior Lien Collateral Agent means (a) prior to the Discharge of First Lien Obligations, the First Lien Collateral Agent and (b) after the Discharge of First Lien Obligations, the Second Lien Collateral Agent.

Examples of Senior Lien Collateral Agent in a sentence

• The provisions of this Agreement are and are intended solely for the purpose of defining the relative rights of the Senior Lien Collateral Agent and the other Senior Lien Claimholders on the one hand and the Junior Lien Collateral Agent and the other Junior Lien Claimholders on the other hand.

• Unless and until the Discharge of Senior Lien Obligations has occurred, the Senior Lien Collateral Agent and the other Senior Lien Claimholders shall have the sole and exclusive right, subject to the rights of the Grantors under the Senior Lien Loan Documents, to adjust settlement for any insurance policy covering the Collateral in the event of any loss thereunder and to approve any award granted in any condemnation or similar proceeding (or any deed in lieu of condemnation) affecting the Collateral.

• The Senior Lien Collateral Agent is hereby authorized to make any such endorsements as agent for the Junior Lien Collateral Agent or any such other Junior Lien Claimholder.

• The Company acknowledges and agrees that the value of any payments or distributions in cash, property or other assets received by the Junior Lien Collateral Agent or the Junior Lien Claimholders that are paid over to the Senior Lien Collateral Agent or the Senior Lien Claimholders pursuant to this Agreement shall not reduce any of the Junior Lien Obligations.

• The Junior Lien Collateral Agent, on behalf of itself and each other Junior Lien Claimholder, acknowledges and agrees that none of the Senior Lien Collateral Agent or any other Senior Lien Claimholder has made any express or implied representation or warranty, including with respect to the execution, validity, legality, completeness, collectability or enforceability of any of the Senior Lien Loan Documents, the ownership of any Collateral or the perfection or priority of any Liens thereon.

More Definitions of Senior Lien Collateral Agent

Senior Lien Collateral Agent means the collateral agent for the Senior Lien Securities appointed pursuant to the Senior Lien Indenture, and any successor thereto.

Senior Lien Collateral Agent has the meaning set forth in the Preamble hereto.

Senior Lien Collateral Agent means, when used herein, (i) in respect of the Second Lien Representative, the Second Lien Collateral Agent, the other Second Lien Claimholders and the Second Lien Obligations, the First Lien Collateral Agent, (ii) in respect of the Third Lien Representative, the Third Lien Collateral Agent, the other Third Lien Claimholders and the Third Lien Obligations, the First Lien Collateral Agent and the Second Lien Collateral Agent and (iii) in respect of the Fourth Lien Representative, the Fourth Lien Collateral Agent, the other Fourth Lien Claimholders and the Fourth Lien Obligations, the First Lien Collateral Agent, the Second Lien Collateral Agent and the Third Lien Collateral Agent.

Senior Lien Collateral Agent means (i) in the case of any Initial Senior Lien Obligations or the Initial Senior Lien Claimholders, the Initial Senior Lien Collateral Agent and (ii) in the case of any Additional Senior Lien Obligations and the Additional Senior Lien Claimholders in respect thereof, the Person serving as collateral agent (or the equivalent) for such Additional Senior Lien Obligations and that is named as the Senior Lien Collateral Agent in respect of such Additional Senior Lien Obligations in the applicable Joinder Agreement if such Person becomes a party to this Agreement or, if not, as named in the applicable Senior Lien Documents (each, in the case of this clause (ii) together with its successors and assigns in such capacity, an “Additional Senior Lien Collateral Agent”). In the case of any Senior Lien Obligations that are not represented by an agent, all references herein toSenior Lien Collateral Agent or Additional Senior Lien Collateral Agent shall refer to the holder of such Senior Lien Obligations.

Senior Lien Collateral Agent has the meaning set forth in the Recitals hereto.

Senior Lien Collateral Agent means U.S. Bank National Association, acting as the collateral agent under the Security Documents, and any successor thereto.

Senior Lien Collateral Agent means (i) in the case of any Initial Limited Secured Acquisition Obligations or the Initial Limited Secured Acquisition Claimholders, the Initial Senior Lien Collateral Agent and (ii) in the case of any Additional Limited Secured Acquisition Obligations and the Additional Limited Secured Acquisition Claimholders in respect thereof, the Person serving as collateral agent (or the equivalent) for such Additional Limited Secured Acquisition Obligations and that is named as the Senior Lien Collateral Agent in respect of such Additional Limited Secured Acquisition Obligations in the applicable Joinder Agreement if such Person becomes a party to this Agreement or, if not, as named in the applicable Senior Lien Documents (each, in the case of this clause (ii) together with its successors and assigns in such capacity, an “Additional Senior Lien Collateral Agent”). In the case of any Limited Secured Acquisition Obligations that are not represented by an agent, all references herein to Senior Lien Collateral Agent or Additional Senior Lien Collateral Agent shall refer to the holder of such Limited Secured Acquisition Obligations.