Common use of Agreement of Subordination Clause in Contracts

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 5; and each Person holding any Security, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal of, premium, if any, and interest (including Additional Interest, if any) on all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or payment satisfactory to the holders of Senior Indebtedness of all Senior Indebtedness, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 shall prevent the occurrence of any default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 5; and each Person holding any Security, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal of, premium, if any, and interest (including Additional Interest, if any) on all Securities (including, but not limited to, the Redemption Price redemption price with respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or payment satisfactory to the holders of Senior Indebtedness of all Senior Indebtedness, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 shall prevent the occurrence of any default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agreesagrees for itself and its successors, and each Holder of Securities issued hereunder by its such Holder's acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 510; and each Person holding any Security, such Security whether upon original issue or upon transfer, transfer or assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal ofPrincipal Amount, premiumIssue Price, accrued Original Issue Discount, accrued Liquidated Damages, if any, Redemption Price, Purchase Price, Fundamental Change Redemption Price, interest and interest (including Additional Interestany other amounts payable, if any) on , in respect of all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or other payment satisfactory to the holders of Senior Indebtedness of all Senior IndebtednessIndebtedness of the Company, whether outstanding at the date of this Indenture or thereafter incurred, or thereafter created, assumed or guaranteed. No provision of this Article 5 10 shall prevent the occurrence of any default Default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its acceptance thereof likewise covenants and agrees, that all payments by the Company in respect of the Securities shall be issued subject to the provisions of this Article 510; and each Person holding any Security, Security whether upon original issue or upon transfer, or assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal ofPrincipal Amount, premiumIssue Price, if anyaccrued Original Issue Discount, and interest (including accrued Additional Interest, if any) on all Securities (including, but not limited toRedemption Price, the Purchase Price, Fundamental Change Redemption Price with and interest, if any, in respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or payment satisfactory to the holders of Senior Indebtedness of all Senior Indebtedness, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 10 shall prevent the occurrence of any default Default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agreesagrees for itself and its successors, and each Holder of Securities issued hereunder by its such Holder's acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 5; 10, and each Person holding any Security, such Security whether upon original issue or upon transfer, transfer or assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal ofPrincipal Amount, premiumIssue Price, accrued Original Issue Discount, Redemption Price, Purchase Price, Fundamental Change Purchase Price, interest and any other amounts payable, if any, and interest (including Additional Interest, if any) on in respect of all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash Cash or other payment satisfactory to the holders of Senior Indebtedness of all Senior IndebtednessIndebtedness of the Company, whether outstanding at the date of this Indenture or thereafter incurred, or thereafter created, assumed or guaranteed. No provision of this Article 5 10 shall prevent the occurrence of any default Default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its such Holder's acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 510; and each Person holding any Security, such Security whether upon original issue or upon transfer, transfer or assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal ofPrincipal Amount, premiumIssue Price, accrued Original Issue Discount, accrued Liquidated Damages, if any, Redemption Price, Purchase Price, Fundamental Change Redemption Price and interest (including Additional Interestinterest, if any) on , in respect of all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash Cash or other payment satisfactory to the holders of Senior Indebtedness of all Senior IndebtednessIndebtedness of the Company, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 10 shall prevent the occurrence of any default Default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 59; and each Person holding any Security, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal of, premiumof the cash portion of the conversion obligation as set forth in Article 6, if any, and interest (including Additional Intereston, if any) on all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption or the Fundamental Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 5 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full full, in cash or other payment satisfactory to the holders of Senior Indebtedness Indebtedness, of all Senior Indebtedness, whether outstanding at the date of this Indenture or thereafter incurred. The Securities shall rank senior in right of payment to all Subordinated Indebtedness and equal in right of payment to all Senior Subordinated Indebtedness. No provision of this Article 5 9 shall prevent the occurrence of any default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its his acceptance thereof likewise covenants and agrees, that all payments by the Company in respect of the Securities shall be issued subject to the provisions of this Article 510; and each Person holding any Security, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal ofPrincipal Amount, premiumIssue Price, accrued Original Issue Discount, accrued, Liquidated Damages, if any, Redemption Price, Purchase Price, Fundamental Change Redemption Price and interest (including Additional Interestinterest, if any) on all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or payment satisfactory to the holders of Senior Indebtedness of all Senior Indebtedness, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 10 shall prevent the occurrence of any default Default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its his acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 5Article; and each Person holding any Security, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal ofprincipal, premiumRedemption Price or Fundamental Change Redemption Price, if any, and interest (including Additional Interestinterest, if any) on , in respect of all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption in accordance with Article 11, or the Fundamental Change in Control Purchase Redemption Price with respect to the Securities subject to purchase submitted for repurchase in accordance with Article 3 14, as the case may be, as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or payment satisfactory to the holders of Senior Indebtedness of all Senior Indebtedness, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 13 shall prevent the occurrence of any default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its his acceptance thereof likewise covenants cove nants and agrees, that all Securities shall be issued subject to the provisions of this Article 510; and each Person holding any such Security, whether upon original issue or upon transfer, transfer or assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal ofPrincipal Amount, premiumIssue Price, accrued Original Issue Discount, Redemption Price, Purchase Price, Fundamental Change Redemption Price and interest, if any, and interest (including Additional Interest, if any) on in respect of all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated sub ordinated and subject in right of payment to the prior payment in full in cash or payment satisfactory to the holders of all Specified Senior Indebtedness of all Senior Indebtednessthe Company, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 10 shall prevent the occurrence of any default Default or Event of Default hereunder.

Agreement of Subordination. The Company Western Digital covenants and agreesagrees for itself and its successors, and each Holder of Securities issued hereunder by its such Holder's acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 510; and each Person holding any Security, such Security whether upon original issue or upon transfer, transfer or assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment by Western Digital of the principal ofPrincipal Amount, premiumIssue Price, accrued Original Issue Discount, accrued Liquidated Damages, if any, Redemption Price, Purchase Price, Fundamental Change Redemption Price, interest and interest (including Additional Interestany other amounts payable, if any) on , in respect of all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase in accordance with Article 3 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or other payment satisfactory to the holders of Senior Indebtedness of all Senior Indebtedness, whether outstanding at the date of this Indenture or thereafter incurred, or thereafter created, assumed or guaranteed. No provision of this Article 5 10 shall prevent the occurrence of any default Default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 512; and each Person holding any Security, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal of, premium, if any, of and interest (including Contingent Interest and Additional Interest, if any) on all Securities Securities, and (including, but not limited to, the Fundamental Change Repurchase Price and the Redemption Price with respect to the Securities called for redemption or the Change in Control Purchase Price with respect to the Securities subject to purchase repurchase or redemption in accordance with Articles 3 and 11, respectively, and the payment of any cash upon conversion in accordance with Article 3 as provided in this Indenture4) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or other payment satisfactory to the holders of Senior Indebtedness Debt of all Senior IndebtednessDebt, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 12 shall prevent the occurrence of any default Default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its his acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 5Thirteen; and each Person holding any Security, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal of, premium, if any, and interest (including Additional Interest, if any) on all Securities (including, but not limited to, the Redemption Price with respect to the Securities called for redemption in accordance with Article Eleven, or the Change in Control Purchase Repurchase Price with respect to the Securities subject to purchase submitted for repurchase in accordance with Article 3 Fourteen, as the case may be, as provided in this IndentureIndenture and Liquidated Damages, if any) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or payment satisfactory to the holders of all Senior Indebtedness of all Senior Indebtednessthe Company, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 Thirteen shall prevent the occurrence of any default or Event of Default hereunder.

Agreement of Subordination. The Company covenants and agrees, and each Holder of Securities issued hereunder by its acceptance thereof likewise covenants and agrees, that all Securities shall be issued subject to the provisions of this Article 5; 13, and each Person holding any SecuritySecurities, whether upon original issue or upon registration of transfer, assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal of, premium, if any, and interest (including Additional Interest, if any) on all Securities (including, but not limited to, the Redemption Price, Repurchase Price with respect to the Securities called for redemption or the Change in Control Purchase Put Repurchase Price with respect to the Securities subject to purchase redemption or repurchase in accordance with Article 3 10 and Article 11 as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment to the prior payment in full in cash or payment satisfactory to the holders of Senior Indebtedness of all Senior Indebtedness, whether outstanding at the date of this Indenture or thereafter incurred. No provision of this Article 5 13 shall prevent the occurrence of any default or Event of Default hereunderhereunder or have any effect on the rights of the Holders of the Debentures or the Trustee to accelerate the maturity of the Securities.