Additional First Priority Debt definition

Additional First Priority Debt has the meaning set forth in Section 9.3(b).
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Additional First Priority Debt means at any time after the Discharge of First Lien Credit Agreement Obligations, any Indebtedness that is issued or guaranteed by the Borrower and/or any Guarantor (other than Indebtedness constituting First Lien Credit Agreement Obligations) which Indebtedness and Guarantees are secured by Liens on the First Priority Collateral (or a portion thereof) having the same priority (but without regard to control of remedies) as the Liens securing the First Lien Credit Agreement Obligations; provided, however, that (i) such Indebtedness is permitted to be incurred, secured and guaranteed on such basis by each First Priority Debt Document and Second Priority Debt Document and (ii) the Representative for the holders of such Indebtedness shall have become party to (A) this Agreement pursuant to, and by satisfying the conditions set forth in, Section 8.09 hereof and (B) the First Lien Intercreditor Agreement pursuant to, and by satisfying the conditions set forth in, Section 5.13 thereof; provided, further, that, if such Indebtedness will be the initial Additional First Priority Debt incurred by the Borrower after the Closing Date, then the Guarantors, the First Lien Collateral Agent and the Representative for such Indebtedness shall have executed and delivered the First Lien Intercreditor Agreement. Additional First Priority Debt shall include any Registered Equivalent Notes and Guarantees thereof by the Guarantors issued in exchange therefor.
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Additional First Priority Debt shall have the meaning assigned to such term in Section 10.07(a).
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Examples of Additional First Priority Debt in a sentence

  • The consent by the Second Priority Secured Parties to the execution and delivery of the Initial First Priority Credit Agreement Loan Documents and each other Additional First Priority Debt Document to which the Second Priority Secured Parties have consented and all loans and other extensions of credit made or deemed made on and after the Closing Date by the Second Priority Secured Parties to Holdco, the Borrower or any Subsidiary shall be deemed to have been given and made in reliance upon this Agreement.


More Definitions of Additional First Priority Debt

Additional First Priority Debt has the meaning set forth in Section 5.14.
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Additional First Priority Debt means any Indebtedness that is incurred, issued or guaranteed by any Borrower and/or any other Guarantor (other than Indebtedness constituting Exchange Credit Facility Obligations and the Existing Credit Facility Obligations) which Indebtedness and Guarantees are secured by Liens on the First Priority Collateral (or a portion thereof) having senior priority to the Liens securing the Second Priority Debt Obligations; provided, however, that (i) when incurred, secured and guaranteed, including when refinanced or increased, such Indebtedness is expressly permitted to be so incurred, secured and guaranteed on such basis by each then existing First Priority Debt Document and Second Priority Debt Document and (ii) the Representative for the holders of such Indebtedness shall have become party to this Agreement pursuant to, and by satisfying the conditions set forth in, Section 8.09 hereof and the First Lien Pari Passu Intercreditor Agreement. Additional First Priority Debt shall include any Registered Equivalent Notes and Guarantees thereof by the Guarantors issued in exchange therefor.
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Additional First Priority Debt means at any time after the Discharge of First Lien Credit Agreement Obligations, any Indebtedness that is
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Additional First Priority Debt means Indebtedness incurred, secured and guaranteed on a pari passu basis with then-outstanding First Priority Debt, solely to the extent (a) so permitted to be incurred, secured and guaranteed by each Debt Document as in effect on the date of incurrence, (b) the conditions set forth in Section 7.08 hereof shall have been satisfied and (c) such Indebtedness is designated, in writing, to constitute “Additional First Priority Debt” by the Company.
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Related to Additional First Priority Debt

  • Second Priority Debt means any Indebtedness of the Borrower or any other Grantor guaranteed by the Guarantors (and not guaranteed by any Subsidiary that is not a Guarantor), including the Initial Second Priority Debt, which Indebtedness and guarantees are secured by the Second Priority Collateral on a pari passu basis (but without regard to control of remedies, other than as provided by the terms of the applicable Second Priority Debt Documents) with any other Second Priority Debt Obligations and the applicable Second Priority Debt Documents which provide that such Indebtedness and guarantees are to be secured by such Second Priority Collateral on a subordinate basis to the Senior Debt Obligations (and which is not secured by Liens on any assets of the Borrower or any other Grantor other than the Second Priority Collateral or which are not included in the Senior Collateral); provided, however, that (i) such Indebtedness is permitted to be incurred, secured and guaranteed on such basis by each Senior Debt Document and Second Priority Debt Document and (ii) except in the case of the Initial Second Priority Debt hereunder, the Representative for the holders of such Indebtedness shall have become party to this Agreement pursuant to, and by satisfying the conditions set forth in, Section 8.09 hereof. Second Priority Debt shall include any Registered Equivalent Notes and Guarantees thereof by the Guarantors issued in exchange therefor.

  • Second Priority Debt Obligations means the Initial Second Priority Debt Obligations and, with respect to any other series, issue or class of Second Priority Debt, (a) all principal of, and interest (including, without limitation, any interest, fees or expenses which accrue after the commencement of any Insolvency or Liquidation Proceeding, whether or not allowed or allowable as a claim in any such proceeding) payable with respect to, such Second Priority Debt and (b) all other amounts payable to the related Second Priority Debt Parties under the related Second Priority Debt Documents.

  • Permitted First Priority Refinancing Debt means any secured Indebtedness incurred by the Borrower in the form of one or more series of senior secured notes or senior secured loans; provided that (i) such Indebtedness is secured by the Collateral on a pari passu basis with the Obligations and is not secured by any property or assets of Holdings and its Subsidiaries other than the Collateral, (ii) such Indebtedness constitutes Credit Agreement Refinancing Indebtedness in respect of Term Loans, (iii) such Indebtedness does not mature prior to the Maturity Date of the Refinanced Debt and such Indebtedness shall have a Weighted Average Life to Maturity that is not shorter than the Refinanced Debt, (iv) to the extent applicable, the security agreements relating to such Indebtedness are substantially the same as the Security Documents (with such differences as are reasonably satisfactory to the Administrative Agent), (v) no Restricted Subsidiary guarantees such Indebtedness unless it is a Subsidiary Guarantor (or becomes a Subsidiary Guarantor substantially concurrently with the incurrence of such Indebtedness); provided that, if, at any time, such Restricted Subsidiary ceases to be a Guarantor, it shall not guarantee such Indebtedness, (vi) the other terms and conditions of such Indebtedness (excluding pricing, fees, rate floors, premiums, optional prepayment or optional redemption provisions) reflect market terms and conditions at the time of incurrence and issuance; provided, that, to the extent such terms and documentation are not substantially identical to the Indebtedness being refinanced, (x) such terms (taken as a whole) shall be less favorable to the providers of such Permitted First Priority Refinancing Debt than those applicable to the Indebtedness being refinanced, except, in each case, for financial or other covenants or other provisions contained in such Indebtedness that are applicable only after the then Latest Maturity Date, or (y) such documentation shall be reasonably acceptable to the Administrative Agent and (vii) a Senior Representative acting on behalf of the holders of such Indebtedness shall have become party to a Pari Passu Intercreditor Agreement and the Administrative Agent shall have become a party to the Pari Passu Intercreditor Agreement (or any then-existing Pari Passu Intercreditor Agreement shall have been amended or replaced in a manner reasonably acceptable to the Administrative Agent, which results in such Senior Representative having rights to share in the Collateral as provided in clause (i) above). Permitted First Priority Refinancing Debt will include any Registered Equivalent Notes issued in exchange therefor.

  • Additional First Lien Debt means any Indebtedness and guarantees thereof that is incurred, issued or guaranteed by the Borrower and/or any other Grantor (and not guaranteed by any Subsidiary that is not a Guarantor) after the date of this Agreement (other than the Initial First Lien Debt) and documented in the applicable Additional First Lien Documents, which Indebtedness and guarantees are secured by the First Lien Collateral (or a portion thereof) on a pari passu basis with the Initial First Lien Debt (and which are not secured by Liens on the assets of the Borrower or any other Grantor other than the First Lien Collateral or which are not included in the Second Lien Collateral); provided, however, that with respect to any such Indebtedness (i) such Indebtedness is permitted to be incurred, secured and guaranteed on such basis by this Agreement and by each First Lien Document and each Second Lien Document in effect at the time of such incurrence, (ii) unless already a party with respect to that Series of Additional First Lien Debt, the First Lien Representative for the holders of such Indebtedness shall have become party to (A) this Agreement pursuant to, and by satisfying the conditions set forth in, Section 8.7 hereof and (B) the First Lien Pari Passu Intercreditor Agreement in accordance with the terms thereof; provided, that, if such Indebtedness will be the initial Additional First Lien Debt incurred by the Borrower or any other Grantor after the date hereof, then the Grantors, the Initial First Lien Representative and the First Lien Representative for such Indebtedness shall have executed and delivered the First Lien Pari Passu Intercreditor Agreement and (iii) each of the other applicable requirements of Section 8.7 shall have been complied with. Additional First Lien Debt shall include any Registered Equivalent Notes and guarantees thereof by the Grantors issued in exchange therefor. For avoidance of doubt, Indebtedness under a Replacement First Lien Credit Agreement shall not constitute Additional First Lien Debt.

  • Additional First Lien Obligations means any Indebtedness having Pari Passu Lien Priority relative to the Notes with respect to the Collateral (which Lien is permitted under this Indenture); provided that an authorized representative of the holders of such Indebtedness shall have executed a joinder to the Security Agreement, the First Lien Intercreditor Agreement and other applicable Security Documents.