Debentures Subordinated to Senior Indebtedness. Notwithstanding the provisions of Section 6.10 hereof or any other provision herein or in any Debenture, the Company and the Trustee and, by their acceptance thereof, the Holders of the Debentures (a) covenants and agrees that all payments by the Company of the principal of and premium, if any, and interest on the Debentures (other than Debentures which have been discharged pursuant to Article 8) shall be subordinated in accordance with the provisions of this Article 10 to the prior payment in full, in cash or cash equivalents, of all amounts payable on, under or in connection with Senior Indebtedness, and (b) acknowledges that holders of Senior Indebtedness are or shall be relying on this Article 10.
Debentures Subordinated to Senior Indebtedness. The Company covenants and agrees, and each Holder, by such Holder's acceptance thereof, likewise covenants and agrees, that the indebtedness represented by the Debentures and the payment of the principal of and interest on each and all of the Debentures is hereby expressly subordinated and junior, to the extent and in the manner as set forth in this Section 6.1, in right of payment to the prior payment in full of all Senior Indebtedness. This Article VI shall supersede and replace Article X of the Base Indenture in its entirety.
(a) In the event of any payment or distribution of assets of the Company to creditors upon any liquidation, dissolution, winding up or reorganization of the Company, whether in bankruptcy, insolvency, reorganization or receivership proceedings or upon an assignment by the Company for the benefit of creditors or any other marshalling of the assets and liabilities of the Company or otherwise, the holders of all Senior Indebtedness shall be entitled first to receive payment of the full amount due thereon in respect of all such Senior Indebtedness and all other amounts due or provision shall be made for such amount in cash, or other payments satisfactory to the holders of Senior Indebtedness, before the Holders are entitled to receive any payment or distribution of any character, whether in cash, securities or other property, on account of the principal of, premium, if any, or interest on the indebtedness evidenced by the Debentures.
(b) In the event of any acceleration of maturity of the Debentures because of an Event of Default, unless the full amount due in respect of all Senior Indebtedness is paid in cash or other form of payment satisfactory to the holders of Senior Indebtedness, no payment shall be made by the Company with respect to the principal of or interest on the Debentures or to acquire any of the Debentures, and the Company shall give prompt written notice of such acceleration to such holders of Senior Indebtedness.
(c) In the event of and during the continuance of any default in payment of the principal of or interest on any Senior Indebtedness, unless all such payments due in respect of such Senior Indebtedness have been paid in full in cash or other payments satisfactory to the holders of Senior Indebtedness, no payment shall be made by the Company with respect to the principal of or interest on the Debentures or to acquire any of the Debentures. The Company shall give prompt written notice to the Trustee of any defau...
Debentures Subordinated to Senior Indebtedness. The Company, for itself, its successors and assigns, covenants and agrees, and each Holder of a Debenture, by his acceptance thereof, likewise covenants and agrees, that the indebtedness evidenced by the Debentures, including the payment of the principal thereof and interest thereon, shall be subordinate and junior in right of payment, to the extent and in the manner set forth in this Article 5, to the prior payment in full of all Senior Indebtedness, and that each holder of Senior Indebtedness whether now outstanding or hereafter created, incurred, assumed or guaranteed shall be deemed to have acquired Senior Indebtedness in reliance upon the covenants and provisions contained in this Indenture and the Debentures. The Debentures shall not be superior in right of payment to the payment of the Company's obligations under (i) the Supplemental Indenture No. 3 to the Junior Subordinated Indenture dated as of November 12, 1998, among the Company, MCI Communications Corporation and Wilmington Trust Company, (ii) the Supplement No. 1 to the Guarantee Agreement dated as of November 12, 1998 among the Company, MCI Communications Corporation and Wilmington Trust Company, (iii) the Trust Agreement Guarantee dated as of November 12, 1998, among Wilmington Trust Company, the administrative trustee thereto, MCI Communications Corporation and the Company and (iv) the Expense Agreement Guarantee dated as of November 12, 1998, between the Company and MCI Capital I, a Delaware business trust, but shall rank pari passu in all respects with such obligation(s). All Debentures of this issue rank as to payment of principal and interest equally and ratably, without priority one over the other. The provisions of this Article 5 are made for the benefit of all holders of Senior Indebtedness and any such holder may proceed to enforce such provisions. Notwithstanding anything contained in this Indenture or the Debentures to the contrary, all the provisions of this Indenture and the Debentures shall be subject to the provisions of this Article 5, so far as they may be applicable thereto.
Debentures Subordinated to Senior Indebtedness. The Company covenants and agrees, and each holder of a Debenture, whether upon original issue or upon transfer, assignment or exchange thereof by his acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Section 14, the payment of the principal of and interest (except interest paid in the form of Junior Securities) on each and all of the Debentures are hereby expressly made subordinate and subject in right of payment to the prior payment in full in cash or cash equivalents of all Senior Indebtedness.
Debentures Subordinated to Senior Indebtedness. Notwithstanding the provisions of Section 6.11 or any other provision herein or in any Debenture, the Company and the Trustee and, by their acceptance thereof, the Holders of the Debentures (a) covenant and agree that all payments by the Company of the principal of and premium, if any, and interest on the Debentures (other than Debentures which have been discharged pursuant to Article 8 or Debentures that provide for a sinking fund pursuant to Article 11) shall be subordinated in accordance with the provisions of this Article 10 to the prior payment in full, in cash or cash equivalents, of all amounts payable on, under or in connection with Senior Indebtedness, and (b) acknowledge that holders of Senior Indebtedness are or shall be relying on this Article 10. Nothing herein or in any Debenture is intended to or shall limit the amount of Senior Indebtedness the Company may incur.
Debentures Subordinated to Senior Indebtedness. The Company, for itself and its successors, and each Holder, by his acceptance of Debentures, agrees that (a) the payment of the principal of, premium, if any, and interest on the Debentures and (b) any payment on account of the acquisition or redemption of the Debentures by the Company including, without limitation, pursuant to Section 12.1 hereof, is subordinated, to the extent and in the manner provided in this Article XI, to the prior payment in full of all Senior Indebtedness of the Company and that these subordination provisions are for the benefit of the holders of Senior Indebtedness. This Article XI shall constitute a continuing offer to all Persons who, in reliance upon such provisions, become holders of, or continue to hold, Senior Indebtedness, and such provisions are made for the benefit of the holders of Senior Indebtedness, and such holders are made obligees hereunder and any one or more of them may enforce such provisions.
Debentures Subordinated to Senior Indebtedness. The Company and the Trustee each covenants and agrees, and each Holder, by its acceptance of a Debenture, likewise covenants and agrees that all Debentures shall be issued subject to the provisions of this Article Four; and each Person holding any Debentures, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees that Subordinated Obligations shall, to the extent and in the manner set forth in this Article Four, be subordinated in right of payment to the prior payment in full, in cash or cash equivalents, of all existing and future Senior Indebtedness, including, without limitation, the Company's obligations under the 1998 Notes (including any interest accruing subsequent to an event specified in Sections 7.01(b) and 7.01(c) of this Indenture, whether or not such interest is an allowed claim enforceable against the debtor under the United States Bankruptcy Code).
Debentures Subordinated to Senior Indebtedness. The Bank covenants and agrees and each holder of any Debenture or coupon, by his acceptance thereof, likewise covenants and agrees and shall be deemed conclusively to have covenanted and agreed, for the benefit of present and future holders of deposit liabilities and of other Senior Indebtedness, anything in this indenture to the contrary notwithstanding, that in the event of the insolvency or winding-up of the Bank the indebtedness evidenced by the Debentures is subordinate in right of payment to the prior payment in full of the deposit liabilities of the Bank and of all other Senior Indebtedness, whether now outstanding or hereafter incurred, in accordance with the terms of such deposit liabilities and other Senior Indebtedness, and each holder of any Debenture or coupon by his acceptance thereof agrees to and shall be bound by the provisions of this Article III.
Debentures Subordinated to Senior Indebtedness. Notwithstanding the provisions of Section 6.01 hereof or any other provision herein or in the Debentures, the Company and the Trustee or Holder by his acceptance thereof (a) covenants and agrees, that all payments by the Company of the principal of, premium, if any, and interest on the Debentures shall be subordinated in accordance with the provisions of this Article 10 to the prior payment in full, in cash or cash equivalents, of all amounts payable on, under or in connection with Senior Indebtedness, and (b) acknowledges that holders of Senior Indebtedness are or shall be relying on this Article 10.
Debentures Subordinated to Senior Indebtedness. The ---------------------------------------------- Company and the Trustee each covenants and agrees, and each Holder, by its acceptance of a Debenture, likewise covenants and agrees that all Debentures shall be issued subject to the provisions of this Article Ten; and each Person holding any Debenture, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees that Senior Subordinated Obligations shall, to the extent and in the manner set forth in this Article Ten, be subordinated in right of payment to the prior payment in full, in cash or cash equivalents, of all amounts payable under Senior Indebtedness, including, without limitation, the Company's obligations under the Credit Agreement (including any interest accruing subsequent to an event specified in Sections 6.01(g) and 6.01(h) of this Indenture, whether or not such interest is an allowed claim enforceable against the debtor under the United States Bankruptcy Code). Upon the occurrence of the Holdings Merger, which will occur no later than June 30, 1997, the Debentures will become obligations of Holdings and will be subordinated in right of payment to all Senior Indebtedness of Holdings. All existing and future liabilities (including trade payables) of Holdings' subsidiaries will be effectively senior to the Debentures.
