Common use of MODIFICATIONS TO COAST DEBT; WAIVERS Clause in Contracts

MODIFICATIONS TO COAST DEBT; WAIVERS. Until Coast have received payment in full of all Coast Debt, the Subordinating Creditor agrees that, in addition to any other rights that Coast may have at law or in equity, Coast may at any time, and from time to time, without the Subordinating Creditor' consent and without notice to the Subordinating Creditor, renew, extend or increase any of the Coast Debt or that of any other person at any time directly or indirectly liable for the payment of any Coast Debt, accept partial payments of the Coast Debt, settle, release (by operation of law or otherwise), compound, compromise, collect or liquidate any of the Coast Debt, make loans or advances to the Borrower secured in whole or in part by the any present or future assets securing any or all of the Coast Debt (the "Collateral") or refrain from making any loans or advances to the Borrower, change, waive, alter or vary the interest charge on, or any other terms or provisions of the Coast Debt or any present or future instrument, document or agreement between Coast and the Borrower, release, exchange, fail to perfect, delay the perfection of, fail to resort to, or realize upon any Collateral, and take any other action or omit to take any other action with respect to the Coast Debt or the Collateral as Coast deems necessary or advisable in Coast's sole discretion. Subordinating Creditor waives any right to require Coast to marshal any assets in favor of the Subordinating Creditor or against or in payment of any or all of the Coast Debt. Subordinating Creditor further waives any defense arising by reason of any claim or defense based upon an election of remedies by Coast which in any manner impairs, affects, reduces, releases, destroys and/or extinguishes the Subordinating Creditor' subrogation rights, rights to proceed against the Borrower for reimbursement, and/or any other rights of the Subordinating Creditor. In the event of any financing of the Borrower by Coast during any bankruptcy, arrangement, or reorganization of the Borrower, the Subordinating Creditor agrees that the term "Coast Debt" shall include without limitation all indebtedness, liabilities and obligations incurred in any such proceeding, and the Subordinated Amounts shall continue to remain subordinate to the Coast Debt, and the Subordinating Creditor agrees to take such actions and execute such documents in such proceedings as may be required in order to continue such subordination.

Appears in 2 contracts

Samples: Loan and Security Agreement (Sync Research Inc), Subordination Agreement (Cyberguard Corp)

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MODIFICATIONS TO COAST DEBT; WAIVERS. Until Coast have received payment in full of all Coast Debt, the Subordinating Creditor agrees that, in addition to any other rights that Coast may have at law or in equity, Coast may at any time, and from time to time, without the Subordinating Creditor' 's consent and without notice to the Subordinating Creditor, renew, extend or increase any of the Coast Debt or that of any other person at any time directly or indirectly liable for the payment of any Coast Debt, accept partial payments of the Coast Debt, settle, release (by operation of law or otherwise), compound, compromise, collect or liquidate any of the Coast Debt, make loans or advances to the Borrower secured in whole or in part by the any present or future assets securing any or all of the Coast Debt (the "Collateral") or refrain from making any loans or advances to the Borrower, change, waive, alter or vary the interest charge on, or any other terms or provisions of the Coast Debt or any present or future instrument, document or agreement between Coast and the Borrower, release, exchange, fail to perfect, delay the perfection of, fail to resort to, or realize upon any Collateral, and take any other action or omit to take any other action with respect to the Coast Debt or the Collateral as Coast deems necessary or advisable in Coast's sole discretion. Subordinating Creditor waives any right to require Coast to marshal any assets in favor of the Subordinating Creditor or against or in payment of any or all of the Coast Debt. Subordinating Creditor further waives any defense arising by reason of any claim or defense based upon an election of remedies by Coast which in any manner impairs, affects, reduces, releases, destroys and/or extinguishes the Subordinating Creditor' subrogation rights, rights to proceed against the Borrower for reimbursement, and/or any other rights of the Subordinating Creditor. In the event of any financing of the Borrower by Coast during any bankruptcy, arrangement, or reorganization of the Borrower, the Subordinating Creditor agrees that the term "Coast Debt" shall include without limitation all indebtedness, liabilities and obligations incurred in any such proceeding, and the Subordinated Amounts shall continue to remain subordinate to the Coast Debt, and the Subordinating Creditor agrees to take such actions and execute such documents in such proceedings as may be required in order to continue such subordination.

Appears in 1 contract

Samples: Loan and Security Agreement (Digital Products Inc)

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MODIFICATIONS TO COAST DEBT; WAIVERS. Until Coast have received payment in full of all Coast Debt, the Subordinating Creditor agrees that, in addition to any other rights that Coast may have at law or in equity, Coast may at any time, and from time to time, without the Subordinating Creditor' 's consent and without notice to the Subordinating Creditor, renew, extend or increase any of the Coast Debt or that of any other person at any time directly or indirectly liable for the payment of any Coast Debt, accept partial payments of the Coast Debt, settle, release (by operation of law or otherwise), compound, compromise, collect or liquidate any of the Coast Debt, make loans or advances to the Borrower secured in whole or in part by the any present or future assets securing any or all of the Coast Debt (the "Collateral") or refrain from making any loans or advances to the Borrower, change, waive, alter or vary the interest charge on, or any other terms or provisions of the Coast Debt or any present or future instrument, document or agreement between Coast and the Borrower, release, exchange, fail to perfect, delay the perfection of, fail to resort to, or realize upon any Collateral, and take any other action or omit to take any other action with respect to the Coast Debt or the Collateral as Coast deems necessary or advisable in Coast's sole discretion. Subordinating The Creditor waives any right to require Coast to marshal any assets in favor of the Subordinating Creditor or against or in payment of any or all of the Coast Debt. Subordinating Creditor further waives any defense arising by reason of any claim or defense based upon an election of remedies by Coast which in any manner impairs, affects, reduces, releases, destroys and/or extinguishes the Subordinating Creditor' 's subrogation rights, rights to proceed against the Borrower for reimbursement, and/or any other rights of the Subordinating Creditor. In the event of any financing of the Borrower by Coast during any bankruptcy, arrangement, or reorganization of the Borrower, the Subordinating Creditor agrees that the term "Coast Debt" shall include without limitation all indebtedness, liabilities and obligations incurred in any such proceeding, and the Subordinated Amounts Debt shall continue to remain subordinate to the Coast Debt, and the Subordinating Creditor agrees to take such actions and execute such documents in such proceedings as may be required in order to continue such subordination.

Appears in 1 contract

Samples: Convertible Securities Subscription Agreement (Ross Systems Inc/Ca)

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