Additional Subordinated Debt. (i) Any holder of the Additional Subordinated Debt alleges (or any Governmental Authority with applicable jurisdiction determines) that the Supplemental Credit Lenders or New Credit Agreement Lenders are not holders of Senior Indebtedness (as defined in the Second Indenture) or (ii) the subordination provisions in the Second Indenture shall, in whole or in part, terminate, cease to be effective or cease to be legally valid, binding and enforceable against any holder of the Additional Subordinated Debt.
Additional Subordinated Debt. The Borrower shall not, nor shall it permit any of its Restricted Subsidiaries to make any payments on account of principal (whether by redemption, purchase, retirement, defeasance, set-off or otherwise), interest, premiums and fees in respect of any Additional Subordinated Debt prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination term applicable thereto.
Additional Subordinated Debt. The Payor shall not incur any additional Indebtedness that would rank pari passu with the Junior Debt without the prior written consent of the Holder, which consent shall not be unreasonably withheld, conditioned or delayed. If for any reason the Holder shall not consent to the incurrence of such additional Indebtedness by the Payor, then notwithstanding anything in this Note to the contrary, the Payor shall have the right, upon not less than three (3) Business Days’ notice to the Holder, to redeem this Note in whole at a Redemption Price equal to 100% of the then outstanding Principal Amount plus accrued and unpaid interest, if any, to the Redemption Date. For the avoidance of doubt, this provision shall not limit the ability of the Payor to incur additional Senior Debt.
Additional Subordinated Debt. Upon the terms and subject to the conditions of this Agreement and on or prior to the first anniversary of the Closing, the Company may, at its option exercised by written notice (an "OPTION NOTICE") to the Investor from time to time, issue and sell, and if such option is exercised the Investor shall (or shall cause an Affiliate (as hereinafter defined) of the Investor (an "AFFILIATE PURCHASER") to) purchase, Additional Subordinated Debt in an aggregate principal amount that is an integral multiple of $1 million and not less than $3 million (an "OPTION PRINCIPAL AMOUNT"), as specified in the Option Notice (such issuance, sale and purchase, an "ADDITIONAL SALE"); PROVIDED, HOWEVER, that the aggregate of all Option Principal Amounts shall not exceed $10,000,000. The closing of any Additional Sale (an "ADDITIONAL CLOSING"), and all actions contemplated by this Agreement and the Ancillary Agreements to occur at any Additional Closing, shall take place in the offices of Sidley Xxxxxx Xxxxx & Xxxx LLP, 000 Xxxxxxx Xxx., Xxx Xxxx, Xxx Xxxx, at 9:30 a.m., local time, on a date specified in the Option Notice (which date shall be no earlier than five Business Days after the delivery of such Option Notice to the Investor and which date may be the same as the date of the Closing), or such other time and place as the Investor, the Company and any Affiliate Purchaser shall agree. At each Additional Closing, subject to the conditions set forth in Article IV, (i) the Investor (or, as applicable, an Affiliate Purchaser) shall deliver to the Company, by wire transfer to a bank account designated in writing by the Company at least two Business Days prior to such Additional Closing, same-day funds in an amount equal to the applicable Option Principal Amount and (ii) the Investor (or, as applicable, an Affiliate Purchaser) shall make appropriate notations on the schedule to the Additional Subordinated Debt Note as provided in the Note Agreement indicating the date and the applicable Option Principal Amount. An "AFFILIATE" of a specified person means a person that directly or indirectly through one or more intermediaries controls or is controlled by or is under common control with the person specified, within the meaning of Rule 12b-2 under the Exchange Act (as defined in Section 2.3).
Additional Subordinated Debt. On or before January 31, 2003, Borrowers shall receive the proceeds of additional Subordinated Debt, to be advanced under terms and subject to agreements acceptable to Lender, in an aggregate principal amount of not less than Three Million Five Hundred Thousand Dollars ($3,500,000) and not more than Four Million Five Hundred Thousand Dollars ($4,500,000), which shall utilized by Borrowers to repay in full Term Loan B (together with accrued and unpaid interest) and thereafter in a manner consistent with Sections 12(g)(ii) and (iv) hereof."
Additional Subordinated Debt. Borrowers shall have received fully funded additional subordinated debt from TDH III, L.P. ("TDH"), LVIR Investor Group, LP ("LVIR") and Xxxxxx X. Xxxxx ("Xxxxx", and together with TDH and LVIR, the "Creditors") in an amount of no less than Five Hundred Thousand ($500,000) Dollars, to be fully subordinated to the Indebtedness to the Lenders (the "Additional Creditor Subordinated Debt", and together with all other indebtedness of the Borrowers to Creditors and any of their respective Affiliates, collectively, the "Creditor Subordinated Debt"), upon such terms and conditions as are acceptable to the Agent and the Lenders; provided, however, that the Lenders acknowledge and agree that the Additional Creditor Subordinated Debt, and only the Additional Creditor Subordinated Debt, may be secured by the Collateral held by the Lenders, so long as the liens to be granted to Creditors are fully subordinate to the liens of the Lenders, upon such terms and conditions are acceptable to the Lenders;
Additional Subordinated Debt. (a) On or before July 15, 1998 (the "Sub Debt Deadline"), Borrower shall raise at least $250,000 cash proceeds from the issuance of subordinated debt or stock of the Borrower (the "New Sub Debt"). Borrower may extend the Sub Debt Deadline for up to three additional 30-day periods, by paying Finova an extension fee of $10,000 for each such 30-day extension. The extension fee shall be payable on the first day of each 30-day extension period. Borrower shall not be entitled to any such extension if the applicable extension fee is not paid on the date due.
(b) The New Sub Debt shall be on such terms and conditions as Finova shall reasonably specify, shall be fully and completely subordinated to the Borrower's Obligations, shall remain so subordinated in the event of, and during, any insolvency proceeding covering Borrower and, until such time as Borrower's Obligations have been fully, completelY and indefeasibly paid in full, any holder of the New Sub Debt shall have no right to accelerate or otherwise enforce the Sub Debt. 100% of the proceeds of the New Sub Debt shall be paid to Finova, immediately upon receipt thereof, and shall be applied first to any outstanding Overadvances, and next to outstanding revolving loans with respect Borrower's Accounts and Inventory.
Additional Subordinated Debt. For any additional debt of any Credit Party to a creditor that arises after the date hereof in accordance with Section 6.29 of the Loan Agreement, the applicable Credit Party shall comply with and cause any new creditor to comply with Section 6.29 of the Loan Agreement with respect to such debt and shall cause such debt to meet the requirements of Subordinated Debt under the Loan Agreement, including, but not limited to, causing such creditor to become a party to this Agreement by execution of a signature page to be attached to this Agreement effective as of the date of such creditor’s Subordinated Debt Documents.
Additional Subordinated Debt. The Borrower shall not, nor shall it permit any of its Restricted Subsidiaries to (a) make any payments on account of principal (whether by redemption, purchase, retirement, defeasance, set-off or otherwise), interest, premiums and fees in respect of any Senior Unsecured Notes or any other Additional Subordinated Debt prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination term applicable thereto, except that, as to Senior Unsecured Notes, the Borrower may effect the Permitted Exchange/Payment of Senior Unsecured Notes or (b) amend, supplement or otherwise modify the terms of the Third Lien Debt if such amendment, supplement or modification would violate the Intercreditor Agreement.
(i) Section 6.24 (Additional Liens) of the Credit Agreement is hereby amended by replacing it in its entirety with the following:
Additional Subordinated Debt. Additional subordinated debt of not less than $5,000,000.00 must be issued or committed to the Borrower prior to October 31, 1999, and written evidence of such issuance or commitment must be delivered to the Bank prior to October 31, 1999. Notwithstanding any provision in the Loan Agreement to the contrary, the Borrower and the Guarantors agree and understand that a breach or violation of the foregoing covenant and agreement shall constitute an Event of Default under this Agreement, as amended by the Fifth Amendment, and shall entitle the Bank to immediately accelerate and demand payment of all Loans.
10. ACKNOWLEDGMENT PERTAINING TO JULY 31, 1999 PRINCIPAL PAYMENTS. The parties agree and acknowledge that pursuant to this Fifth Amendment the loan payments of principal due on July 31, 1999 shall be included in the payments due on October 31, 1999. The total amount of principal due on October 31, 1999 is $1,579,298.00
