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Extract to table / letter-intercreditor-redline-commentary.docx
letter-intercreditor-redline-commentary.docx
Parties
HARKNESS LLP
Renshaw Pratt LLP
Stonefield Logistics Group Inc
Moss LLP
Greystone Commercial Lending Corp
M. Stroud Telephone
Dates
August 28, 2023
August 11, 2023
April 7, 2022
November 15, 2019
August 18, 2023
November 15, 2026
November 15, 2025
September 8, 2023
September 5, 2023
Amounts
$120,000,000
$90,000,000
$75,000,000
$60,000,000
$50,000,000
$275,000,000
$225,000,000
$325,000,000
$137,500
Obligations
The distinction between the Shared Collateral and the Parent Equity Pledge is a critical structural feature of the Mezzanine Facility and, as discussed in greater detail below, must be clearly reflected and respected in the Intercreditor Agreement
The Borrower proposes that the Payment blockage Notice must (i) specify the nature of the Senior Event of Default with reasonable particularity, including a citation to the specific subsection of Section 8
If such cure is timely made, the underlying monetary default shall be deemed cured for all purposes, and no payment blockage, enforcement standstill, or other intercreditor remedy shall be triggered or, if already triggered, shall be deemed automatically terminated
If the equity contribution is sufficient to bring the Borrower into compliance with the applicable financial covenant on a recalculated basis, the financial covenant default shall be deemed cured, and no payment blockage, enforcement standstill, or other intercreditor remedy shall be triggered or continued on the basis of such default
Any amendment to the Senior Credit Agreement that does not fall within the foregoing carve-outs would continue to require the prior written consent of the Mezzanine Lender, which consent shall not be unreasonably withheld, conditioned, or delayed
While the Borrower is not a "party" to the Intercreditor Agreement in the traditional sense (as the agreement is among the Senior Agent and the Mezzanine Lender), the Borrower is directly and materially affected by the intercreditor provisions — particularly the cure rights, payment blockage, and enforcement standstill provisions — and must have standing to enforce its rights thereunder