Common use of Assignment and Certain Other Actions by Subordinated Creditor Clause in Contracts

Assignment and Certain Other Actions by Subordinated Creditor. Until Discharge of the Senior Indebtedness, no Subordinated Debt Party shall (a) accelerate the maturity of the Subordinated Indebtedness to a date that is earlier than six (6) months after the Maturity Date as defined in the Credit Agreement; (b) take any guarantee for any Subordinated Indebtedness from a Person unless contemporaneously therewith a guaranty by such Person shall be entered into in respect of the Senior Indebtedness and such Person shall be deemed a Credit Party hereunder; or (c) sell, assign, transfer, endorse, pledge, encumber or otherwise dispose of any of the Subordinated Indebtedness, unless the Subordinated Creditor gives the Administrative Agent written notice thereof and such sale, transfer, endorsement, pledge, encumbrance or other disposition is to an Affiliate of the Obligor and is made expressly subject to this Subordination Agreement. If Subordinated Debt Party takes a guarantee for any Subordinated Indebtedness, all obligations under such guarantee shall constitute Subordinated Indebtedness herein and such guaranty (and any recoveries thereon) shall be subject to the terms of this Agreement, including the payment over provisions contained herein.

Appears in 4 contracts

Samples: Subordination Agreement (Midcoast Energy Partners, L.P.), Security Agreement (Enbridge Energy Partners Lp), Subordination Agreement (Enbridge Energy Partners Lp)

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Assignment and Certain Other Actions by Subordinated Creditor. Until Discharge of the Senior Indebtedness, no Subordinated Debt Party shall (a) accelerate the maturity of the Subordinated Indebtedness to a date that is earlier than six (6) months after the last occurring Scheduled Maturity Date (as defined in the Credit Agreement); (b) take any guarantee for any Subordinated Indebtedness from a Person unless contemporaneously therewith a guaranty by such Person shall be entered into in respect of the Senior Indebtedness and such Person shall be deemed a Credit Party hereunder; or (c) sell, assign, transfer, endorse, pledge, encumber or otherwise dispose of any of the Subordinated Indebtedness, unless the Subordinated Creditor gives the Administrative Agent written notice thereof and such sale, transfer, endorsement, pledge, encumbrance or other disposition is to an Affiliate of the any Obligor and is made expressly subject to this Subordination Agreement. If any Subordinated Debt Party takes a guarantee for any Subordinated Indebtedness, all obligations under such guarantee shall constitute Subordinated Indebtedness herein and such guaranty (and any recoveries thereon) shall be subject to the terms of this Agreement, including the payment over provisions contained herein.

Appears in 3 contracts

Samples: Credit Agreement and Extension Agreement, Subordination Agreement (Midcoast Energy Partners, L.P.), Credit Agreement and Extension Agreement (Midcoast Energy Partners, L.P.)

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Assignment and Certain Other Actions by Subordinated Creditor. Until Discharge of the Senior Indebtedness, no Subordinated Debt Party shall (a) accelerate the maturity of the Subordinated Indebtedness to a date that is earlier than six (6) months after the last occurring Maturity Date (as defined in the Credit Note Agreement); (b) take any guarantee for any Subordinated Indebtedness from a Person unless contemporaneously therewith a guaranty by such Person shall be entered into in respect of the Senior Indebtedness and such Person shall be deemed a Credit Party an Obligor hereunder; or (c) sell, assign, transfer, endorse, pledge, encumber or otherwise dispose of any of the Subordinated Indebtedness, unless the Subordinated Creditor gives Creditors give the Administrative Agent Senior Lenders written notice thereof and such sale, transfer, endorsement, pledge, encumbrance or other disposition is to an Affiliate of the any Obligor and is made expressly subject to this Subordination Agreement. If any Subordinated Debt Party takes a guarantee for any Subordinated Indebtedness, all obligations under such guarantee shall constitute Subordinated Indebtedness herein and such guaranty (and any recoveries thereon) shall be subject to the terms of this Agreement, including the payment over provisions contained herein.

Appears in 1 contract

Samples: Subordination Agreement (Midcoast Energy Partners, L.P.)

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