Common use of Indenture Documents Clause in Contracts

Indenture Documents. (a) The Borrowers have delivered to Agent a complete and correct copy of the Indenture Documents, including all schedules and exhibits thereto. The execution, delivery and performance of each of the Indenture Documents has been duly authorized by all necessary action on the part of each applicable Loan Party or Subsidiary thereof. Each Indenture Document is the legal, valid and binding obligation of each applicable Loan Party or Subsidiary thereof, enforceable against such Loan Party or Subsidiary, as applicable, in accordance with its terms, in each case, except (i) as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting generally the enforcement of creditors’ rights and (ii) the availability of the remedy of specific performance or injunctive or other equitable relief is subject to the discretion of the court before which any proceeding therefor may be brought. As of the Closing Date, except as could not reasonably be expected to result in a Material Adverse Change (x) no Loan Party or Subsidiary thereof is in default in the performance or compliance with any provisions thereof, (y) all representations and warranties made by any Loan Party or Subsidiary thereof in the Indenture Documents and in the certificates delivered in connection therewith are true and correct in all material respects and (z) to the Borrowers’ knowledge none of the representations or warranties in the Indenture Documents contain any untrue statement of a material fact or omit any fact necessary to make the statements therein not misleading. (b) As of the Closing Date, the transactions contemplated by the Indenture Documents have been consummated in all material respects, in accordance with all Applicable Laws. As of the Closing Date, all requisite approvals for the consummation of the transactions contemplated by the Indenture Documents by Governmental Authorities having jurisdiction over any Loan Party or Subsidiary thereof who is party to the Indenture Documents have been obtained, except for any approval the failure to obtain could not reasonably be expected to be materially adverse to the interests of the Lenders.

Indenture Documents. (a) The incurrence of Indebtedness by Borrowers pursuant to this Agreement, including through (i) the Advances made by the Lenders to Borrowers on and after the Closing Date and (ii) the issuance of Letters of Credit, in each case, subject to the limitations set forth in this Agreement, does not and will not conflict with or result in a default under any Indenture Document. (i) All Obligations, including, without limitation, those to pay principal of and interest (including post-petition interest) on the Advances, Letters of Credit, and fees and expenses in connection therewith, constitute “Permitted Debt” as such term is defined in the Indentures and (ii) this Agreement constitutes a “Credit Agreement” and a “Credit Facility” as such terms are defined in the Indentures. (c) The Loan Parties have delivered not created, incurred, assumed, permitted, guaranteed, or otherwise become, directly or indirectly, liable with respect to any Indebtedness permitted pursuant to Section 4.09(b)(1) of the Indentures, other than in respect of (i) the Obligations and (ii) Indebtedness in an amount, at any date, not to exceed the aggregate principal amount of permanent reductions in the Revolver Commitments and the Maximum Revolver Amount made prior to such date. (d) All Liens securing the Indebtedness evidenced by the Senior Secured Floating Rate Notes are subordinate and junior in priority to all Liens in favor of Agent, for the benefit of Agent, the Lenders and Bank Product Providers, securing the Obligations, subject to the Intercreditor Agreement. No perfected Liens securing the Indebtedness evidenced by the Senior Secured Floating Rate Notes exist on any Collateral of the Loan Parties or any of their Subsidiaries on which Agent does not have an enforceable, perfected Lien under the Loan Documents securing the Obligations. There is no obligor in respect of the Senior Floating Rate Notes or the Senior Secured Floating Rate Notes that is not a complete Borrower or Guarantor. (e) On the Closing Date, no default or event of default shall have occurred and correct copy be continuing under either Indenture and each of the Indenture Documents, including all schedules to the extent necessary to consummate the transactions thereunder, shall be in full force and exhibits theretoeffect. The execution, delivery Other than the obligation to pay principal and performance of each of the Indenture Documents has been duly authorized by all necessary action on the part of each applicable Loan Party or Subsidiary thereof. Each Indenture Document is the legal, valid and binding obligation of each applicable Loan Party or Subsidiary thereof, enforceable against such Loan Party or Subsidiary, as applicable, in accordance with its termsinterest, in each case, except (i) as may be limited to the extent permitted by applicable bankruptcythe terms of the Intercreditor Agreement and Section 6.7 of this Agreement, insolvencyand to accrue interest pursuant to the terms of the Indenture Documents, reorganizationthere is no obligation pursuant to any Indenture Document which obligates the Credit Parties or their Subsidiaries to pay any principal or interest, moratorium redeem any of its Stock, pay any fees or other similar laws relating to consideration of any kind or affecting generally the incur any other payment obligation or liability, other than customary expenses in connection with enforcement of creditors’ rights and (ii) the availability of the remedy of specific performance or injunctive or other equitable relief is subject to the discretion of the court before which any proceeding therefor may be brought. As of the Closing Date, except as could not reasonably be expected to result in a Material Adverse Change (x) no Loan Party or Subsidiary thereof is in default in the performance or compliance with any provisions thereof, (y) all representations and warranties made by any Loan Party or Subsidiary thereof in the Indenture Documents and customary indemnities in the certificates delivered in connection therewith are true and correct in all material respects and (z) to the Borrowers’ knowledge none of the representations or warranties in the Indenture Documents contain any untrue statement of a material fact or omit any fact necessary to make the statements therein not misleadingfinancing documents. (bf) As of the Closing DateBorrowers acknowledge that Agent and Lenders are entering into this Agreement, the transactions contemplated by the Indenture Documents have been consummated in all material respectsand extending their Commitments, in accordance with all Applicable Laws. As of reliance upon the Closing Date, all requisite approvals for the consummation of the transactions contemplated by the Indenture Documents by Governmental Authorities having jurisdiction over any Loan Party or Subsidiary thereof who is party to the Indenture Documents have been obtained, except for any approval the failure to obtain could not reasonably be expected to be materially adverse to the interests of the LendersIntercreditor Agreement and this Section 4.24.

Indenture Documents. The Trustee (for the benefit of the Trustee and the Holders) shall have received this Indenture, duly executed and delivered by each of the Trustee, the Company, PCI and the other Guarantors, the Securities shall have been executed, authenticated and delivered in accordance with the terms hereof and the Trustee (for the benefit of the Trustee and the Holders) shall have received each other Indenture Document duly executed and delivered by each of the parties thereto. Section 1401D. Mortgages of Real Property Situated in the United States. PCI or the Company shall have caused to be delivered to the Trustee (for the benefit of the Trustee and the Holders), with copies to the Collateral Agent, the following documents and instruments with regard to each Mortgaged Property located in Henderson, Nevada, St. Gabriel (including the pipeline described as the "St. Gabriel Pipeline"), ▇▇▇isiana, Tacoma, Washington, Antioch, California, ▇▇▇ ▇ittsburgh, California, providing for first priority mortgages: (a) The Borrowers have delivered to Agent a complete and correct copy Mortgage, duly executed by the owner of the Indenture Documentsapplicable Mortgaged Property, including all schedules and exhibits thereto. The execution, delivery and performance of each of the Indenture Documents has been duly authorized by all necessary action on the part of each applicable Loan Party or Subsidiary thereof. Each Indenture Document is the legal, valid and binding obligation of each applicable Loan Party or Subsidiary thereof, enforceable against such Loan Party or Subsidiary, dated as applicable, in accordance with its terms, in each case, except (i) as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting generally the enforcement of creditors’ rights and (ii) the availability of the remedy of specific performance or injunctive or other equitable relief is subject to the discretion of the court before which any proceeding therefor may be brought. As of the Closing Date, except as could not reasonably be expected to result in a Material Adverse Change (x) no Loan Party or Subsidiary thereof is in default in together with evidence of the performance or compliance with any provisions thereof, (y) all representations and warranties made by any Loan Party or Subsidiary due recordation thereof in the Indenture Documents and in appropriate recording office of the certificates delivered in connection therewith are true and correct in all material respects and political subdivision where such Mortgaged Property is situated (z) or evidence reasonably satisfactory to the Borrowers’ knowledge none of the representations or warranties in the Indenture Documents contain any untrue statement of Collateral Agent that each Mortgage, as appropriate, has been delivered to a material fact or omit any fact necessary to make the statements therein not misleading.nationally-recognized title insurance company for recording and that all fees, taxes and other expenses associated with such recording have been paid); (b) As a mortgagee policy of title insurance (or endorsement thereto, as appropriate) in favor of the Closing DateCollateral Agent, issued by such title insurance company, in such amounts, with such endorsements, affirmative coverages, and reinsurance agreements as the Collateral Agent shall reasonably require, and otherwise in form and substance reasonably satisfactory to the Collateral Agent, insuring each Mortgage as a first lien on the property and interests covered thereby subject only to such other matters as are acceptable to the Collateral Agent, together with evidence that all premiums in respect of such policies have been paid in full and true and complete copies of all documents referred to therein; (c) certified perimeter surveys of the real property covered by each Mortgage by registered surveyors as of a date and in form and substance acceptable to the Collateral Agent, bearing legal descriptions conforming exactly to those contained in the title insurance policy referred to in the immediately preceding clause (b); indicating the length of exterior boundary lines of the Mortgaged Property, locations of all buildings, utility or other easements, showing the location of all easements of record, encroachments, if any, and means of access to the real property from a public way; and the surveyor's original certification to the Collateral Agent and the title insurance company issuing the policies described in the preceding clause (b) of this Section 1401D and in the case of surveys with respect to the Mortgaged Properties in Henderson, Nevada, St. Gabriel, Louisiana and [OTHERS], such "affidavits of no change" as may ▇▇ ▇▇▇uired by such title companies to omit the standard survey exception from such title insurance policies or endorsements; (d) evidence reasonably satisfactory to the Collateral Agent of all filings of financing statements under the UCC necessary or desirable to perfect the lien granted by each Mortgage, together with such searches of UCC, judgment and tax lien records as the Collateral Agent shall reasonably require; (e) policies or certificates of insurance with respect to the insurance required to be maintained in respect of the property covered by each Mortgage pursuant to the terms of the Common Security and Intercreditor Agreement, naming the Collateral Agent as loss payee or additional named insured, as appropriate; (f) [a non-disturbance and attornment agreement among [o], and the Collateral Agent with respect to the first priority lien Nevada Mortgage, each in form and substance acceptable to the Lenders' Representative;] (g) a Waiver of the Nevada "One-Action Rule" by the Guarantors with respect to this Indenture and the New Tranche B Notes Indenture, each in form and substance acceptable to the Lenders' Representative; and (h) such other agreements, instruments, approvals, consents, opinions, or documents as the New Tranche B Notes Indenture Trustee, the transactions contemplated by Trustee, the Indenture Documents have been consummated in all material respectsCollateral Agent, in accordance with all Applicable Laws. As of the Closing Date, all requisite approvals for the consummation of the transactions contemplated by the Indenture Documents by Governmental Authorities having jurisdiction over any Loan Party Holders or Subsidiary thereof who is party to the Indenture Documents have been obtained, except for any approval the failure to obtain could not their respective counsel may reasonably be expected to be materially adverse to the interests of the Lendersrequest.