Second Priority Subsidiary Guarantee Agreement definition
Examples of Second Priority Subsidiary Guarantee Agreement in a sentence
If a Subsidiary Guarantor ceases to be a Subsidiary of the Borrower in a transaction permitted by the Loan Documents, or ceases to own any property that constitutes Second Priority Collateral, at the request of and at the expense of the Borrower, such Subsidiary Guarantor shall be released from the Second Priority Subsidiary Guarantee Agreement, the Second Priority Subsidiary Security Agreement and each other Loan Document to which it is a party.
All communications and notices hereunder shall be in writing and given as provided in the Second Priority Subsidiary Guarantee Agreement and addressed as specified therein.
The Borrower will cause any subsequently acquired or organized Domestic Subsidiary to execute a Second Priority Subsidiary Guarantee Agreement, Second Priority Indemnity, Subrogation and Contribution Agreement, Second Priority Subsidiary Security Agreement and any applicable financing statement or other recordation from time to time, and to comply with the terms thereof.
The Guarantor will cause any subsequently acquired or organized Domestic Subsidiary to execute a Second Priority Subsidiary Guarantee Agreement, Second Priority Indemnity, Subrogation and Contribution Agreement, Second Priority Subsidiary Security Agreement and any applicable financing statement or other recordation from time to time, and to comply with the terms thereof.
The Trustee makes no representations as to the validity or sufficiency of this Indenture, the Second Priority Subsidiary Guarantee Agreement or of the Securities.
Pursuant to the Second Priority Debt Documents, certain Domestic Subsidiaries of the Borrower that were not in existence on the Restatement Effective Date are required to enter into the Second Priority Subsidiary Guarantee Agreement as a Subsidiary Guarantor upon becoming a wholly owned Domestic Subsidiary.
Notwithstanding the foregoing, at the time any Subsidiary Guarantor is released from its obligations under the Second Priority Subsidiary Guarantee Agreement in accordance with such Second Priority Subsidiary Guarantee Agreement and the Second Priority Debt Documents, such Subsidiary Guarantor automatically will cease to have any rights or obligations under this Agreement.
The Second Priority Liens will be shared equally and ratably with future lenders under the Additional Second Priority Debt Facilities, if any, as and to the extent provided in the Second Priority Subsidiary Guarantee Agreement, the Second Priority Collateral Documents and the Intercreditor Agreement.
The Subsidiary Guarantors have entered into the Second Priority Subsidiary Guarantee Agreement, pursuant to which they have, jointly and severally, guaranteed the Second Priority Debt Obligations for the benefit of each Second Priority Debt Party.
The guarantees under the Second Priority Subsidiary Guarantee Agreement are secured by Second Priority Liens on the Collateral pursuant to the terms of the Second Priority Collateral Documents.