Dissolution, Liquidation or Reorganization. Upon any distribution of assets of the Borrower pursuant to any dissolution, winding up, total or partial liquidation or reorganization of the Borrower (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or otherwise),
a. the holders of all Senior Indebtedness shall first be entitled to receive payment in full of the principal thereof, premium, if any, and interest due thereon, together with all fees and other expenses incurred with respect thereto, before the Holder shall be entitled to receive any payment on account of principal of, interest on, and all other amounts due with respect to this Note (other than payment in shares of stock of the Borrower as reorganized or readjusted, or
b. any payment or distribution of assets of the Borrower of any kind or character, whether in cash, property or securities (other than shares of stock of the Borrower as reorganized or readjusted, or securities of the Borrower or any other corporation provided for by a plan of reorganization or readjustment, which stock and securities are subordinated to the payment of all Senior Indebtedness and securities received in lieu thereof which may at the time be outstanding), to which the holder of this Note would be entitled except for the provisions of this Section 7 shall be paid by the liquidating trustee or agent or other person making such payment or distribution, whether a trustee in bankruptcy, a receiver or liquidating trustee or other trustee or agent, directly to the holders of Senior Indebtedness or their representative or representatives, to the extent necessary to make payment in full of all Senior Indebtedness remaining unpaid, after giving effect to any concurrent payment or distribution or provision therefor to the holders of such Senior Indebtedness.
c. in the event that notwithstanding the foregoing provisions of this Section 7.4, any payment or distribution of assets of the Borrower (including, without limitation, any received by set-off or as damages) of any kind or character, whether in cash, property or securities (other than shares of stock of the Borrower as reorganized or readjusted, or securities of the Borrower or any other corporation provided for by a plan of reorganization or readjustment, which stock and securities are subordinated to the payment of all Senior Indebtedness and securities received in lieu thereof which may at the time be outstanding), shall be received by the Holder of this...
Dissolution, Liquidation or Reorganization. Upon any distribution of assets of the Company pursuant to any dissolution, winding up, total or partial liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or otherwise), the holders of all Senior Indebtedness shall first be entitled to receive payment in full of the principal thereof, premium, if any, and interest due thereon, together with all fees and other expenses incurred with respect thereto, before the Holder shall be entitled to receive any payment on account of principal or interest with respect to this Note. In the event that notwithstanding the foregoing provision of this Section 1(c), any payment or distribution of assets of the Company (including, without limitation, any received by set-off or as damages) of any kind or character, whether in cash, property or securities, shall be received by the Holder of this Note in respect of obligations owed to the Holder under this Note before all Senior Indebtedness is paid in full, or effective provision made for its payment, such payment or distribution shall be received and held in trust for and shall be paid over to the holders of the Senior Indebtedness remaining unpaid or unprovided for or their representative or representatives (after due written notice of the names of such holders and the respective amounts payable to them by the Holder of this Note), for application to the payment of such Senior Indebtedness until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution or provision therefor to the holders of such Senior Indebtedness.
Dissolution, Liquidation or Reorganization. Upon any payment or distribution of assets of the Company (other than payments consisting of shares of Preferred Stock or nonvoting Capital Stock or other securities issued by the Company) upon any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or otherwise):
(i) the holders of all Senior Indebtedness shall first be entitled to receive payment in full (or have such payment duly provided for in cash or in a manner satisfactory to the holder or holders of such Senior Indebtedness) of the
Dissolution, Liquidation or Reorganization. Upon (i) a total or partial liquidation or a total or partial dissolution of the Company, (ii) a reorganization, bankruptcy, insolvency, receivership of or similar proceeding relating to the Company or its property or (iii) an assignment for the benefit of creditors or marshaling of the Company’s assets and liabilities (each, a “Proceeding”):
(i) the holders of Senior Indebtedness will be entitled to receive payment in full in cash in respect of such Senior Indebtedness (including interest accruing after, or which would accrue but for, the commencement of any proceeding at the rate specified in the applicable Senior Indebtedness, whether or not a claim for such interest would be allowable or allowed) before the Holders will be entitled to receive any payment or distribution in respect of this Note, in the event of any payment or distribution of the assets or securities of the Company to creditors; and
(ii) until the Senior Indebtedness is paid in full in cash, any payment or distribution to which the Holder would be entitled but for the subordination provisions of this Section 6 will be made to holders of such Senior Indebtedness as their interests may appear, except that (x) the Holder may receive Permitted Junior Securities and (y) the principal amount of the Note may be increased by any PIK Interest amounts pursuant to Section 3(b).
Dissolution, Liquidation or Reorganization. Upon any distribution of assets of any Guarantor upon any dissolution, winding up, liquidation or reorganization of such Guarantor (whether in bankruptcy, insolvency, receivership or similar proceeding related to the Guarantor or its property or upon an assignment for the benefit of creditors or otherwise):
(a) the holders of all Senior Debt of such Guarantor will first be entitled to receive payment in full in cash or U.S. dollar denominated Cash Equivalents of the principal of and interest due on Senior Debt of such Guarantor and other amounts due in connection with Senior Debt of such Guarantor (including interest accruing subsequent to certain bankruptcy events and certain winding up events described in clauses (6) and (7) of Section 6.01 hereof at the rate provided for in the documents governing such Senior Debt, whether or not such interest is an allowed claim enforceable against the debtor in a bankruptcy case under Title 11 of the United States Code) before the Holders are entitled to receive any payment or distribution from such Guarantor with respect to such Guarantor's Subsidiary Guarantee;
(b) any payment or distribution of assets of such Guarantor of any kind or character, whether in cash, property or securities, to which the Holders or the Trustee would be entitled except for the provisions of this Article 10 will be paid by the liquidating trustee or agent or other Person making such a payment or distribution directly to the holders of Senior Debt of such Guarantor or their Representatives to the extent necessary to make payment in full in cash or U.S. dollar denominated Cash Equivalents of all Senior Debt of such Guarantor remaining unpaid, after giving effect to any concurrent payment or distribution to the holders of such Senior Debt; and
(c) if, notwithstanding the foregoing, any payment or distribution of assets of such Guarantor of any kind or character, whether in cash, property or securities, is received by the Trustee or the Holders on account of the Subsidiary Guarantee before all Senior Debt of such Guarantor is paid in full in cash or U.S. dollar denominated Cash Equivalents, such payment or distribution will be received and held in trust for and will be paid over forthwith to the holders of the Senior Debt of such Guarantor remaining unpaid or their Representatives for application to the payment of such Senior Debt until all such Senior Debt has been paid in full in cash or U.S. dollar denominated Cash Equivalents, after giving ...
Dissolution, Liquidation or Reorganization. Upon any distribution of assets of the Company upon any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency, receivership or similar proceeding related to the Company or its property or upon an assignment for the benefit of creditors or otherwise):
(a) the holders of all Senior Debt will first be entitled to receive payment in full in cash or U.S. dollar denominated Cash Equivalents of the principal of and interest due on Senior Debt and other amounts due in connection with Senior Debt (including interest accruing subsequent to certain bankruptcy events and certain winding up events described in clauses (6) and (7) of Section 6.01 hereof at the rate provided for in the documents governing such Senior Debt, whether or not such interest is an allowed claim enforceable against the debtor in a bankruptcy case under Title 11 of the United States Code) before the Holders are entitled to receive any payment on account of the principal of, premium, if any, or interest or Liquidated Damages, if any, on the Notes;
(b) any payment or distribution of assets of the Company of any kind or character, whether in cash, property or securities, to which the Holders or the Trustee would be entitled except for the provisions of this Article 11 will be paid by the liquidating trustee or agent or other person making such a payment or distribution directly to the holders of Senior Debt or their Representatives to the extent necessary to make payment in full in cash or U.S. dollar denominated Cash Equivalents of all Senior Debt remaining unpaid, after giving effect to any concurrent payment or distribution to the holders of such Senior Debt; and
(c) if, notwithstanding the foregoing, any payment or distribution of assets of the Company of any kind or character, whether in cash, property or securities, is received by the Trustee or the Holders on account of the Subordinated Obligations before all Senior Debt is paid in full in cash or U.S. dollar denominated Cash Equivalents, such payment or distribution will be received and held in trust for and will be paid over forthwith to the holders of the Senior Debt remaining unpaid or their Representatives for application to the payment of such Senior Debt until all such Senior Debt has been paid in full in cash or U.S. dollar denominated Cash Equivalents, after giving effect to any concurrent payment or distribution to the holders of such Senior Debt (except that Holders may receive pay...
