Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, and the Secured Parties of any Class may continue, at any time and without notice to any Agent or Secured Party of any other Class to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Agent, on behalf of itself and its Related Secured Parties, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereof. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.
Appears in 4 contracts
Samples: Credit Agreement (SMURFIT-STONE CONTAINER Corp), Abl Credit Agreement (Smurfit Stone Container Corp), Abl Credit Agreement (Smurfit Stone Container Corp)
Effectiveness; Continuing Nature of this Agreement; Severability. This Subject to Section 6.4, this Agreement shall become effective when executed and delivered by the parties heretohereto and shall continue to be effective until the Discharge of Senior Priority Obligations shall have occurred. This is a continuing agreement of lien subordination, subordination and the Secured Parties of any Class Senior Priority Claimholders and Junior Priority Claimholders may continue, at any time and without notice to any Agent or Secured Party of any other Class Collateral Agent, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Agentof the Collateral Agents, on behalf of itself and its Related Secured Partiesthe applicable Claimholders, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Consistent with, but not in limitation of, the preceding sentence, each Collateral Agent, on behalf of the applicable Claimholders, irrevocably acknowledges that this Agreement constitutes a “subordination agreement” within the meaning of both New York law and Section 510(a) of the Bankruptcy Code (or any similar provision of other applicable Bankruptcy Law). Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.
Appears in 3 contracts
Samples: Intercreditor Agreement, Intercreditor Agreement (Cenveo, Inc), Intercreditor Agreement (Cenveo, Inc)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Secured Parties of any Class First Lien Claimholders may continue, at any time and without notice to any Agent Second Lien Representative or Secured Party of any other Class Second Lien Claimholder, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Company or any Grantor constituting First Lien Obligations of such Class in reliance hereon. Each Second Lien Representative and each Second Lien Collateral Agent, on behalf of itself and its Related Secured Partieseach other Second Lien Claimholder represented by it, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties hereto shall endeavor in good faith negotiations to replace any invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to those of the invalid, illegal or unenforceable provisions. All references to SSCC the Company or any other Grantor shall include SSCC the Company or such Grantor as debtor and debtor-in-possession and any receiver receiver, trustee or trustee similar person for SSCC the Company or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 2 contracts
Samples: Credit Agreement (Enviva Partners, LP), Credit Agreement (Enviva Partners, LP)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and intercreditor agreement and the Secured Parties of any Class Senior Lien Claimholders may continue, at any time and without notice to any Agent or Secured Party of any other Class the Second Lien Claimholder subject to the Second Lien Credit Documents, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Issuer or any Grantor constituting Senior Lien Obligations of such Class in reliance hereonhereof. Each Agent, on behalf of itself and its Related Secured Parties, The Second Lien Claimholders hereby waives waive any right it or any of them they may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that which is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC the Issuer or any other Grantor shall include SSCC the Issuer or such Grantor as debtor and debtor-in-possession and any receiver receiver, assignee for the benefit of creditors, trustee or trustee other successor for SSCC the Issuer or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting This Agreement shall terminate and be of no further force and effect upon the generality Discharge of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy lawSenior Lien Obligations.
Appears in 2 contracts
Samples: Intercreditor and Subordination Agreement (FriendFinder Networks Inc.), Intercreditor and Subordination Agreement (FriendFinder Networks Inc.)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Secured Parties of Working Capital Claimholders, the Term Loan Claimholders and any Class Additional Claimholders may each continue, at any time and without notice to any Agent or Secured Party of any the other Class Claimholders, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Company or any Grantor constituting Working Capital Obligations, Term Loan Obligations of such Class or Additional Obligations, as applicable, in reliance hereon. Each Agent, on behalf of itself and its Related Secured Parties, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereof. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that which is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC the Company or any other Grantor shall include SSCC the Company or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC the Company or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting This Agreement shall terminate and be of no further force and effect upon the generality Discharge of Working Capital Obligations (in accordance with the foregoingprovisions hereof), except for Section 5.3 and the provisions of this Agreement is intended Section 8 as they relate to constitute Section 5.3, and shall be deemed subject to constitute a “subordination agreement” within the meaning of reinstatement in accordance with Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law6.7.
Appears in 2 contracts
Samples: Credit Agreement (Nci Building Systems Inc), Intercreditor Agreement (Nci Building Systems Inc)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Secured Parties of any Class First Lien Claimholders may continue, at any time and without notice to any the Second Lien Collateral Agent or Secured Party of any other Class Second Lien Claimholder subject to the Second Lien Documents, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Company or any Grantor constituting First Lien Obligations of such Class in reliance hereonhereof. Each The Second Lien Collateral Agent, on behalf of itself and its Related Secured Partiesthe Second Lien Claimholders, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC the Company or any other Grantor shall include SSCC the Company or such Grantor as debtor and debtor-in-possession and any receiver receiver, trustee or trustee similar Person for SSCC the Company or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting Subject to the generality of the foregoingimmediately succeeding sentence, this Agreement is intended to constitute shall terminate and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code no further force and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 2 contracts
Samples: Indenture (KCG Holdings, Inc.), Credit Agreement (KCG Holdings, Inc.)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the First Lien Secured Parties of any Class may continue, at any time and without notice to any Agent Second Lien Representative or Secured Party of any other Class Second Lien Secured Party, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Borrower or any Grantor constituting First Lien Obligations of such Class in reliance hereon. Each AgentSecond Lien Representative, on behalf of itself and its Related the Second Lien Secured PartiesParties represented by it, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties hereto shall endeavor in good-faith negotiations to replace any invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to those of the invalid, illegal or unenforceable provisions. All references to SSCC the Borrower or any other Grantor shall include SSCC the Borrower or such Grantor as debtor and debtor-in-possession and any receiver receiver, trustee or trustee similar person for SSCC the Borrower or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 2 contracts
Samples: First Lien Credit Agreement (Focus Financial Partners Inc.), First Lien Credit Agreement (Focus Financial Partners Inc.)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Secured Parties of any Class Controlling Claimholders may continue, at any time and without notice to any Subordinated Collateral Agent or Secured Party of any other Class Subordinated Claimholder, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor the Grantors constituting Controlling Obligations of such Class in reliance hereonhereof. Each Subordinated Collateral Agent, on behalf of itself and its Related Secured Partiesthe respective Subordinated Claimholders, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.
Appears in 2 contracts
Samples: Intercreditor Agreement, Intercreditor Agreement (Ocean Rig UDW Inc.)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, and the Secured Parties of any Class may continue, at any time and without notice to any Agent or Secured Party of any other Class to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Collateral Agent, on behalf of itself and its Related the applicable Secured Parties, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy non-bankruptcy law. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to each Borrower or any other Grantor shall include such Borrower or such Grantor as debtor and debtor in possession and any receiver or trustee for each Borrower or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding.
Appears in 2 contracts
Samples: Term Loan Credit Agreement, Term Loan Credit Agreement (Jill Intermediate LLC)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, Lien subordination and the Revolving Secured Parties of any Class may continue, at any time and without notice to any the Term Collateral Agent or any Term Secured Party of any other Class Party, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Company or any Grantor constituting Revolving Obligations of such Class in reliance hereon. Each The Term Collateral Agent, on behalf of itself and its Related the Term Secured Parties, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC the Company or any other Grantor shall include SSCC the Company or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC the Company or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.
Appears in 2 contracts
Samples: Intercreditor Agreement (Spectrum Brands, Inc.), Intercreditor Agreement (Spectrum Brands, Inc.)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, and the Secured Parties of any Class Claimholders may continue, at any time and without notice to any Agent or Secured Party of any other Class Claimholders, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Company or any Grantor constituting Obligations of such Class in reliance hereon. Each AgentRepresentative, on behalf of itself and its Related Secured Partieseach other Claimholder represented by it, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties hereto shall endeavor in good-faith negotiations to replace any invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to those of the invalid, illegal or unenforceable provisions. All references to SSCC the Company or any other Grantor shall include SSCC the Company or such Grantor as debtor and debtor-in-debtor in possession and any receiver receiver, receiver-manager, trustee, monitor or trustee similar person for SSCC the Company or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.
Appears in 2 contracts
Samples: First Lien Pari Passu Intercreditor Agreement (Radiant Logistics, Inc), First Lien Pari Passu Intercreditor Agreement (Radiant Logistics, Inc)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination (as opposed to debt or claim subordination, ) and the Secured Parties of any Class ABL Claimholders may continue, at any time and without notice to any Notes Agent or Secured Party of any other Class Notes Claimholder, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting ABL Obligations of such Class in reliance hereonhereof. Each Agent, on behalf of itself Notes Agent and its Related Secured Parties, ABL Agent hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Consistent with, but not in limitation of, the preceding sentence, ABL Agent and the Notes Agent, on behalf of the applicable Claimholders, irrevocably acknowledges that this Agreement constitutes a “subordination agreement” within the meaning of both New York law and Section 510(a) of the Bankruptcy Code. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other such Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting This Agreement shall terminate and be of no further force and effect:
(a) with respect to ABL Agent, ABL Claimholders, and the generality ABL Obligations, on the date that the Discharge of ABL Obligations has occurred; and
(b) with respect to Notes Agent, Notes Claimholders, and the foregoingNotes Obligations, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within on the meaning date that the Discharge of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy lawNotes Obligations has occurred.
Appears in 2 contracts
Samples: Intercreditor Agreement (LSB Industries Inc), Intercreditor Agreement (LSB Industries Inc)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the First Lien Secured Parties of any Class may continue, at any time and without notice to any the Second Lien Collateral Agent or any Second Lien Secured Party of any other Class Party, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Company or any Grantor Credit Party constituting First Lien Obligations of such Class in reliance hereon. Each The Second Lien Collateral Agent, on behalf of itself and its Related the Second Lien Secured Parties, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that which is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC the Company or any other Grantor Credit Party shall include SSCC the Company or such Grantor Credit Party as debtor and debtor-in-possession and any receiver or trustee for SSCC the Company or any other Grantor Credit Party (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoingThis Agreement shall continue to be effective, this Agreement is intended to constitute and shall not be deemed revocable by any party hereto until, subject to constitute a “subordination agreement” within Section 6.5 hereof, the meaning Discharge of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy lawFirst Lien Obligations.
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties heretohereto on the date hereof. This is a continuing agreement of lien subordinationsubordination and the ABL Agent, the ABL Claimholders and the Collateral Trustee, the Secured Debt Representatives and the Secured Parties of any Class Debt Claimholders may continue, at any time and without notice to any Agent or Secured Party of any other Class the others, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Company or any Grantor constituting Obligations of such Class in reliance hereon. Each Agent, on behalf of itself and its Related Secured Parties, such Person hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any The relative rights, as provided for in this Agreement, will continue after the commencement of any such Insolvency or Liquidation Proceeding on the same basis as prior to the date of the commencement of any such case, as provided in this Agreement. If any provision of this Agreement that is prohibited invalid, illegal or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition respect or unenforceability in any jurisdiction shall not invalidate or render unenforceable jurisdiction, the validity, legality and enforceability of such provision in all other respects and of all remaining provisions, and of such provision in all other jurisdictions, will not in any other jurisdictionway be affected or impaired thereby. All references to SSCC the Company or any other Grantor shall include SSCC the Company or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC the Company or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. (a) This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, and the Secured Parties of any Class may continue, at any time and without notice to any Agent or Secured Party of any other Class to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Collateral Agent, on behalf of itself and its Related the applicable Secured Parties, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy non-bankruptcy law. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to each Borrower or any other Grantor shall include such Borrower or such Grantor as debtor and debtor in possession and any receiver or trustee for each Borrower or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding.
(b) This Agreement shall terminate and be of no further force and effect:
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien Lien subordination (as opposed to an agreement of debt or claim subordination), and the ABL Claimholders and Senior Secured Parties of any Class Note Claimholders may continue, at any time and without notice to any Agent or Secured Party of any the other Class Agent, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Agentof the Agents, on behalf of itself and its Related the ABL Claimholders or the Senior Secured PartiesNote Claimholders, as applicable, hereby irrevocably, absolutely, and unconditionally waives any right it or any of them Claimholder may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Consistent with, but not in limitation of, the preceding sentence, each of the Agents, on behalf of the ABL Claimholders and the Senior Secured Note Claimholders, as applicable, irrevocably acknowledges that this Agreement constitutes a “subordination agreement” within the meaning of both New York law and Section 510(a) of the Bankruptcy Code. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor (as the case may beapplicable) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, The [ ] Claimholders and the Secured Parties of [ ] Claimholders each hereby waive any Class may continue, at any time and without notice to any Agent or Secured Party of any other Class to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Agent, on behalf of itself and its Related Secured Parties, hereby waives any right it or any of them rights they may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that which is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC the Borrower or any other Grantor shall include SSCC the Borrower or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC the Borrower or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting This Agreement shall terminate and be of no further force and effect, (i) with respect to the generality [ ] Claimholders and the [ ] Obligations, on the date of the foregoingDischarge of [ ] Obligations, this Agreement is intended subject to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) rights of the Bankruptcy Code [ ] Claimholders under Section 5.5 and is intended to be and shall be interpreted to be enforceable (ii) with respect to the maximum extent permitted pursuant [ ] Claimholders and the [ ] Obligations, on the date of the Discharge of [ ] Obligations, subject to applicable nonbankruptcy lawthe rights of the [ ] Claimholders under Section 5.4.
Appears in 1 contract
Samples: Intercreditor Agreement (Tel Instrument Electronics Corp)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, and the The Secured Parties of any Class may continue, at any time and without notice to any Agent or Secured Party of any other Class IESA, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor the Borrower constituting BlueBay Obligations of such Class in reliance hereon. Each Agent, on behalf of itself and its Related Secured Parties, The parties hereto each hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC the Borrower or any other Grantor Credit Party shall include SSCC the Borrower or such Grantor Credit Party as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor the Borrower (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting This Agreement shall terminate and be of no further force and effect, (i) with respect to IESA and the generality IESA Obligations, upon the later of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) date of the Bankruptcy Code Discharge of IESA Obligations, and is intended to be and shall be interpreted to be enforceable (ii) with respect to the maximum extent permitted pursuant Agent, the Secured Parties and the BlueBay Obligations, the date of the Discharge of BlueBay Obligations, subject to applicable nonbankruptcy lawthe rights of the Secured Parties under Section 6.5.
Appears in 1 contract
Samples: Intercreditor Agreement (Atari Inc)
Effectiveness; Continuing Nature of this Agreement; Severability. (a) This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, and the Secured Parties of any Class may continue, at any time and without notice to any Agent or Secured Party of any other Class to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Agent, on behalf of itself and its Related Secured Parties, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereof. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that which is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC the Company or any other Grantor shall include SSCC the Company or such Grantor as debtor and debtor-in-debtor in possession and any receiver or trustee for SSCC the Company or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting .
(b) This Agreement shall terminate and be of no further force and effect:
(i) with respect to the generality ABL Collateral Agent, the ABL Secured Parties and the ABL Obligations, upon the Discharge of ABL Obligations, subject to the rights of the foregoingABL Secured Parties under Section 6.17;
(ii) with respect to the Term Collateral Agent, this Agreement is intended the Term Secured Parties and the Term Obligations, upon the Discharge of Term Obligations, subject to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) rights of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable Term Secured Parties under Section 6.17; and
(iii) with respect to the maximum extent permitted pursuant to applicable nonbankruptcy lawNotes Collateral Agent, the Notes Secured Parties and the Notes Obligations, upon a satisfaction and discharge, legal defeasance or covenant defeasance of each Indenture in accordance with the terms thereof.
Appears in 1 contract
Samples: Credit Agreement (Dole Food Co Inc)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Secured Parties of any Class Revolving Credit Collateral Agent, the Revolving Credit Claimholders and the Collateral Trustee, the Term Priority Lien Claimholders and the Subordinated Lien Claimholders may continue, at any time and without notice to any Agent or Secured Party of any other Class the others, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Agent, on behalf of itself and its Related Secured Parties, such Person hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Secured Parties of any Class First Lien Claimholders may continue, at any time and without notice to any Agent Second Lien Representative or Secured Party of any other Class Second Lien Claimholder subject to the Second Lien Credit Documents, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC Borrower or any Grantor other Obligor constituting First Lien Obligations of such Class in reliance hereonhereof. Each AgentSecond Lien Representative, on behalf of itself and the Second Lien Claimholders under its Related Secured PartiesSecond Lien Facility, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC Borrower or any other Grantor Obligor shall include SSCC Borrower or such Grantor other Obligor as debtor and debtor-in-possession and any receiver or trustee for SSCC Borrower or any other Grantor Obligor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Limited Secured Parties of any Class Acquisition Claimholders may continue, at any time and without notice to any Agent Junior Lien Representative or Secured Party of any other Class Junior Lien Claimholder, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Company or any Grantor Centrus constituting Limited Secured Acquisition Obligations of such Class in reliance hereon. Each Junior Lien Representative and each Junior Lien Collateral Agent, on behalf of itself and its Related Secured Partieseach other Junior Lien Claimholder represented by it, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties hereto shall endeavor in good-faith negotiations to replace any invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to those of the invalid, illegal or unenforceable provisions. All references to SSCC or any other Grantor the Company shall include SSCC or such Grantor the Company as debtor and debtor-in-possession and any receiver receiver, trustee or trustee similar person acting for SSCC or any other Grantor the Company (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Secured Parties of any Class Senior Lien Claimholders may continue, at any time and without notice to any Agent Junior Lien Representative or Secured Party of any other Class Junior Lien Claimholder, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Company or any Grantor Centrus constituting Senior Lien Obligations of such Class in reliance hereon. Each Junior Lien Representative and each Junior Lien Collateral Agent, on behalf of itself and its Related Secured Partieseach other Junior Lien Claimholder represented by it, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties hereto shall endeavor in good-faith negotiations to replace any invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to those of the invalid, illegal or unenforceable provisions. All references to SSCC or any other Grantor the Company shall include SSCC or such Grantor the Company as debtor and debtor-in-possession and any receiver receiver, trustee or trustee similar person acting for SSCC or any other Grantor the Company (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and intercreditor agreement and the Secured Parties of any Class Senior Lien Claimholders may continue, at any time and without notice to any Agent or Secured Party of any other Class the Second Lien Claimholder subject to the Second Lien Note Documents, in reliance hereof and in compliance herewith, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC the Issuer or any Grantor constituting Obligations of such Class in reliance hereonSenior Lien Obligations. Each Agent, on behalf of itself and its Related Secured Parties, The Second Lien Claimholders hereby waives waive any right it or any of them they may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that which is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC the Issuer or any other Grantor shall include SSCC the Issuer or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC the Issuer or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting This Agreement shall terminate and be of no further force and effect upon the generality Discharge of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy lawSenior Lien Obligations.
Appears in 1 contract
Samples: Intercreditor and Subordination Agreement (FriendFinder Networks Inc.)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Secured Parties of any Class ABL Claimholders and Notes Claimholders may continue, at any time and without notice to any Agent or Secured Party of any other Class Collateral Agent, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Agentof the Collateral Agents, on behalf of itself and its Related Secured Partiesthe ABL Claimholders or the Notes Claimholders, as the case may be, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Consistent with, but not in limitation of, the preceding sentence, each Collateral Agent, on behalf of the applicable Claimholders, irrevocably acknowledges that this Agreement constitutes a “subordination agreement” within the meaning of both New York law and Section 510(a) of the Bankruptcy Code (or any similar provision of any other applicable law). Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee trustee, administrator, examiner or liquidator for SSCC or in respect of any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 1 contract
Samples: Indenture (Arconic Corp)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, and the Secured Parties of any Class may continue, at any time and without notice to any Agent or Secured Party of any other Class to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Security Agent, on behalf of itself and its Related the applicable Secured Parties, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy non-bankruptcy law. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to the Company and/or any other Grantor shall include the Company and/or such Grantor as debtor and debtor in possession and any receiver or trustee for the Company and/or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding.
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, and the Secured Parties of any Class Second Lien Claimholders may continue, at any time and without notice to any other Second Lien Agent or Secured Party of any other Class Second Lien Claimholder subject to the Second Lien Documents, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor Obligor constituting Second Lien Obligations of such Class in reliance hereonhereof. Each Second Lien Agent, on behalf of itself and its Related Secured Partiesthe applicable Second Lien Claimholders, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC an Issuer or any other Grantor Obligor shall include SSCC or such Grantor Person as debtor and debtor-in-possession and any receiver or trustee for SSCC such Issuer or any other Grantor Obligor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting This Agreement shall terminate and be of no further force and effect upon the generality Discharge of Second Lien Obligations or if all Second Lien Obligations (other than the foregoing, this Agreement is intended CIT Leasing Support Obligations) become unsecured obligations as contemplated under the Second Lien Documents in the event of an upgrade to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy lawan investment grade credit rating.
Appears in 1 contract
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, and the Senior Secured Parties of any Class may continue, at any time and without notice to any the Junior Agent or any Junior Secured Party of any other Class Party, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC Symmetry or any Grantor constituting Senior Obligations of such Class in reliance hereon. Each The Junior Agent, on behalf of itself and its Related the Junior Secured Parties, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereof. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC Symmetry or any other Grantor shall include SSCC Symmetry or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC Symmetry or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality of the foregoing, this Agreement is intended to constitute and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.
Appears in 1 contract
Samples: Lien Subordination and Intercreditor Agreement (Symmetry Holdings Inc)
Effectiveness; Continuing Nature of this Agreement; Severability. This Agreement shall become effective when executed and delivered by the parties hereto. This is a continuing agreement of lien subordination, subordination and the Secured Parties of any Class ABL Claimholders and Fixed Asset Claimholders may continue, at any time and without notice to any Agent or Secured Party of any other Class Collateral Agent, to extend credit and other financial accommodations and lend monies to or for the benefit of SSCC or any Grantor constituting Obligations of such Class in reliance hereon. Each Agentof the Collateral Agents, on behalf of itself and its Related Secured Partiesthe ABL Claimholders or the Fixed Asset Claimholders, as the case may be, hereby waives any right it or any of them may have under applicable law to revoke this Agreement or any of the provisions hereofof this Agreement. The terms of this Agreement shall survive, and shall continue in full force and effect, in any Insolvency or Liquidation Proceeding. Consistent with, but not in limitation of, the preceding sentence, each Collateral Agent, on behalf of the applicable Claimholders, irrevocably acknowledges that this Agreement constitutes a “subordination agreement” within the meaning of both New York law and Section 510(a) of the Bankruptcy Code. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall not invalidate the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. All references to SSCC or any other Grantor shall include SSCC or such Grantor as debtor and debtor-in-possession and any receiver or trustee for SSCC or any other Grantor (as the case may be) in any Insolvency or Liquidation Proceeding. Without limiting the generality This Agreement shall terminate and be of the foregoing, this Agreement is intended to constitute no further force and shall be deemed to constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code and is intended to be and shall be interpreted to be enforceable to the maximum extent permitted pursuant to applicable nonbankruptcy law.effect:
Appears in 1 contract
Samples: Abl Credit Agreement