Security: Intra-Group Lenders Sample Clauses
The 'Security: Intra-Group Lenders' clause establishes the rights and protections of lenders within the same corporate group who provide financing to a borrower. It typically outlines how security interests granted to these intra-group lenders are structured, prioritized, and enforced, often in relation to external lenders. For example, it may specify whether intra-group loans are subordinated to third-party debt or if they share in collateral on a pari passu basis. The core function of this clause is to clarify the treatment of intra-group financing arrangements, thereby preventing disputes and ensuring all parties understand their rights in the event of default or insolvency.
Security: Intra-Group Lenders. Prior to the Final Discharge Date, the Intra-Group Lenders may not take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of the Intra-Group Liabilities unless:
Security: Intra-Group Lenders. Prior to the Final Discharge Date, the Intra-Group Lenders may not take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of the Intra-Group Liabilities unless:
(a) that Security, guarantee, indemnity or other assurance against loss is not prohibited by the Debt Financing Agreements; A44420063
(b) prior to the First/Second Lien Discharge Date, in relation to each Senior Financing Agreement that prohibits that Security, guarantee, indemnity or other assurance against loss, the requisite Senior Secured Creditors under that Senior Financing Agreement consent to that Security, guarantee, indemnity or other assurance against loss; or
(c) on or after the First/Second Lien Discharge Date, in relation to each Senior Parent Financing Agreement that prohibits that Security, guarantee, indemnity or other assurance against loss, the requisite Senior Parent Creditors under that Senior Parent Financing Agreement consent to that Security, guarantee, indemnity or other assurance against loss.
Security: Intra-Group Lenders. After the occurrence of an Insolvency Event, and until the Final Discharge Date, the Intra-Group Lenders may not take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of the Intra-Group Liabilities unless:
(a) that Security, guarantee, indemnity or other assurance against loss is expressly permitted under the terms of the Finance Documents; and
(b) the prior consent of an Instructing Group is obtained. 169836-4-16896-v10.0 - 27 - 66-40580427
Security: Intra-Group Lenders. Prior to the Final Discharge Date, no Intra-Group Lender may take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of the Intra-Group Liabilities unless:
(a) that Security, guarantee, indemnity or other assurance against loss is not prohibited under the terms of the Credit Facility Documents, the Senior Secured Notes Documents or the Pari Passu Debt Documents;
(b) prior to the Super Senior Discharge Date, the prior written consent of the Instructing Group is obtained; or
(c) on or after the Super Senior Discharge Date but prior to the Senior Secured Notes Discharge Date, the prior written consent of the Majority Senior Secured Creditors is obtained.
Security: Intra-Group Lenders. Prior to the Senior Discharge Date, none of the Intra-Group Lenders may take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of any of the Intra-Group Liabilities, unless the prior written consent of the Senior Agent (acting on the instructions of the Majority Senior Lenders) shall have been obtained.
Security: Intra-Group Lenders. Prior to the Final Discharge Date, the Intra-Group Lenders may not take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of the Intra-Group Liabilities unless:
(a) that Security, guarantee, indemnity or other assurance against loss is not prohibited by the Debt Financing Agreements;
(b) prior to the Primary Discharge Date, in relation to each Debt Financing Agreement that prohibits that Security, guarantee, indemnity or other assurance against loss, the requisite Creditors under that Debt Financing Agreement consent to that Security, guarantee, indemnity or other assurance against loss; or
(c) on or after the Primary Discharge Date, in relation to each Senior Parent Financing Agreement that prohibits that Security, guarantee, indemnity or other assurance against loss, the requisite Senior Parent Creditors under that Senior Parent Financing Agreement consent to that Security, guarantee, indemnity or other assurance against loss.
Security: Intra-Group Lenders. Prior to the Final Discharge Date, the Intra-Group Lenders may not take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of the Intra-Group Liabilities. With respect to any Security, guarantee, indemnity or other assurance against loss in respect of Intra-Group Liabilities owed to a German Intra-Group Lender only, this does not apply if and to the extent that Security, guarantee, indemnity or other assurance against loss is required for the relevant German Intra-Group Lender (or its general partner, as the case may be) Capital Maintenance Compliance.
Security: Intra-Group Lenders. Prior to the Senior Secured Discharge Date, the Intra-Group Lenders may not take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of the Intra-Group Liabilities unless:
(a) that Security, guarantee, indemnity or other assurance against loss is permitted or not prohibited under the terms of the Senior Facilities Agreement and is not prohibited by the Senior Secured Bridge Facilities Agreement or the Senior Secured Notes Indenture(s) pursuant to which any Senior Secured Notes remain outstanding;
(b) with respect to any Security, guarantee, indemnity or other assurance against loss in respect of Intra-Group Liabilities owed to a German Intra-Group Lender (the German Intra-Group Lender Security) only if and to the extent that:
(i) such German Intra-Group Lender Security is required for the managing director of such German Intra-Group Lender (or its general partner, as the case may be) to avoid the German Liability Risk; and
(ii) the relevant Intra-Group Lender has provided sufficient evidence to the Security Agent prior to the taking, accepting or receiving of such German Intra-Group Lender Security that such German Intra-Group Lender Security is required to avoid the German Liability Risk; or
(c) prior to the Senior Secured Discharge Date, the prior consent of the Majority Senior Lenders and/or (to the extent otherwise prohibited under the Senior Secured Bridge Facilities Agreement or the Senior Secured Bridge/Notes Finance Documents) the relevant Senior Secured Bridge/Notes Representative(s) is obtained.
Security: Intra-Group Lenders. Prior to the Senior Discharge Date, the Intra-Group Lenders may not take, accept or receive the benefit of any Security over any asset of any member of the Group or any guarantee, indemnity or other assurance against loss from any member of the Group in respect of the Intra-Group Liabilities unless:
(a) that Security, guarantee, indemnity or other assurance against loss is expressly permitted under the terms of the Senior Facilities Agreement;
(b) prior to the Senior Discharge Date, the prior consent of the Majority Senior Creditors is obtained; or
(c) the Senior Discharge Date has occurred.
Security: Intra-Group Lenders. Prior to the Final Discharge Date, the Intra-Group Lenders may not take, accept or receive the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of the Intra-Group Liabilities unless:
(a) prior to the Super Senior Discharge Date, that Security, guarantee, indemnity or other assurance against loss is not prohibited by the Super Senior Debt Documents or the prior consent of the Required Super Senior Creditors is obtained;
(b) prior to the Pari Passu Discharge Date, that Security, guarantee, indemnity or other assurance against loss is not prohibited by the Pari Passu Debt Documents or the prior consent of the Required Pari Passu Creditors is obtained;
(c) prior to the Second Lien Discharge Date, that Security, guarantee, indemnity or other assurance against loss is not prohibited by the Second Lien Debt Documents or the prior consent of the Required Second Lien Creditors is obtained;
(d) prior to the Senior Subordinated Discharge Date, that Security, guarantee, indemnity or other assurance against loss is not prohibited by the Senior Subordinated Debt Documents or the prior consent of the Required Senior Subordinated Creditors is obtained; and
(e) with respect to any Security, guarantee, indemnity or other assurance against loss in respect of Intra-Group Liabilities owed to a German Intra-Group Lender only, if and to the extent that Security guarantee, indemnity or other assurance against loss is required for the relevant German Intra-Group Lender’s (or its general partner’s, as the case may be) Capital Maintenance Compliance provided that the relevant Intra‑Group Lender provides as soon as possible prior written notice to the Common Security Agent of its intention to take, accept or receive, as applicable the benefit of any Security, guarantee, indemnity or other assurance against loss in respect of the Intra-Group Liabilities together with an explanation of such requirement. AMERICAS 120207225