No Enforcement or Commencement of Any Proceedings. Each Subordinated Creditor agrees that, so long as any Senior Indebtedness shall remain unpaid, or any Commitment shall be in effect, it will not accelerate the maturity of the Intercompany Debt or commence, or join with any creditor other than the Lenders in commencing any proceeding referred to in clause (a) of Section 3.
No Enforcement or Commencement of Any Proceedings. Each Subordinated Creditor agrees that, until the Termination Date, (a) it will not accelerate the maturity of the Intercompany Subordinated Debt, exercise any remedies (including the assertion of any claims, motions, objections or arguments) or commence, or join with any creditor other than the Lenders in commencing, any proceeding referred to in Section 2.02(a) or (b) upon the occurrence and during the continuation of any Default set forth in Section 11.01(h)—(j) of the Credit Agreement or any Event of Default, take, or permit to be taken, any action to assert, collect or enforce the Intercompany Subordinated Debt or any part thereof. The Subordinated Creditors also agree not to, directly or indirectly, whether in connection with an event or proceeding referred to in Section 2.02(a) or otherwise, take any action that would be in violation of, or inconsistent with, or result in a breach of, this Agreement or to challenge or contest (i) the validity, perfection, priority or enforceability of any Senior Indebtedness or the Liens held by the Lenders to secure the payment, performance or observance of all or any part of the Senior Indebtedness, (ii) the rights of the Lenders set forth in any of the Loan Documents with respect to any such Lien, or (iii) the validity or enforceability of any of the Loan Documents.
No Enforcement or Commencement of Any Proceedings. Each of the Subordinating Creditors hereby agrees that, so long as any Senior Debt shall remain unpaid, or the Credit Agreement shall be in effect, such Subordinating Creditor will not (a) except to the extent expressly permitted by Sections 8, 9 and 10 of this Subordination Agreement, take, demand, receive or accept any payment of the Subordinated Debt, and the Applicable Debtors shall not give, make or permit any such payment, or (b) commence, prosecute, assert, participate in or bring, or join with any other creditor of the Applicable Debtors (other than the Agent) in commencing, prosecuting, asserting, participating in or bringing, any sort of action, suit or proceeding (including, without limitation, any Insolvency Proceeding) either at law or in equity for the enforcement, collection or realization on the whole, or any part of the Subordinated Debt or any collateral, security or guarantees (if any) which is security for the Subordinated Debt, or accelerate, demand or otherwise make due and payable prior to the original due date thereof any payment of the Subordinated Debt (except pursuant to a modification or amendment of the terms of such Subordinated Debt that is permitted under the Credit Agreement), (c) possess any assets of any Applicable Debtor pursuant to a legal action or other legal proceeding, or (d) send any notice to or otherwise seek to obtain payment directly from any account debtor of any Applicable Debtor (clauses (a) through (d) inclusive, collectively, “Commence Legal Action”).
No Enforcement or Commencement of Any Proceedings. Each Subordinated Creditor agrees that prior to the Discharge of Obligations, it will not accelerate the maturity of the Intercompany Subordinated Debt or take any action or commence any proceeding to enforce or collect same, or commence, or join with any creditor other than the Lenders in commencing, any proceeding referred to in Section 3(a), in each case prior to the 10th day after the date upon which such Subordinated Creditor shall have given written notice to the Lenders of its intention to take such action.
No Enforcement or Commencement of Any Proceedings. Each Subordinated Creditor agrees that, until the Termination Date, (a) it will not accelerate the maturity of the Intercompany Subordinated Debt, exercise any remedies (including the assertion of any claims, motions, objections or arguments) or commence, or join with any creditor other than the Holders in commencing, any proceeding referred to in Section 2.02(a) or (b) upon the occurrence and during the continuation of any Event of Default, take, or permit to be taken, any action to assert, collect or enforce the Intercompany Subordinated Debt or any part thereof. The Subordinated Creditors also agree not to, directly or indirectly, whether in connection with an event or proceeding referred to in Section 2.02(a) or otherwise, take any action that would be in violation of, or inconsistent with, or result in a breach of, this Subordination Agreement or to challenge or contest the validity or enforceability of the Indenture.
No Enforcement or Commencement of Any Proceedings. The Subordinated Creditor agrees that, so long as any of the Senior Indebtedness shall remain unpaid, it will not accelerate the maturity of the Subordinated Debt or take any action or commence any proceeding to enforce or collect same or to enforce any other obligation of the Borrower under the Subordinated Loan Documents, or commence or join with any creditor other than the Senior Creditors in commencing, any proceeding referred to in Section 3(a) hereof; provided that the Subordinated Creditor may:
No Enforcement or Commencement of Any Proceedings. The Member agrees that, so long as any of the outstanding Obligations shall remain unpaid, it will not, in its capacity as a creditor, it being agreed that it may take or authorize such action in its capacity as an equity holder, accelerate the maturity of the Subordinated Debt or take any action or commence any proceeding to enforce or collect same, or commence, or join any creditor other than the Lenders in commencing, any proceeding referred to in Section 3(a) hereof.
No Enforcement or Commencement of Any Proceedings. Each Subordinated Creditor agrees that, until the Loan Repayment Date has occurred, it will not accelerate the maturity of the Intercompany Subordinated Debt, exercise any remedies (including the assertion of any claims, motions, objections or arguments) or commence, or join with any creditor other than the Secured Parties in commencing, any proceeding referred to in clause (a) of Section 2.2. The Subordinated Creditors also agree not to, directly or indirectly, whether in connection with an event or proceeding referred to in clause (a) of Section 2.2 or otherwise, take any action that would be in violation of, or inconsistent with, or result in a breach of, this Agreement or to challenge or contest (i) the validity, perfection, priority or enforceability of any Senior Indebtedness or the Liens held by the Administrative Agent, for the benefit of the Lenders, to secure the payment, performance or observance of all or any part of the Senior Indebtedness, (ii) the rights of the Lenders set forth in any of the Loan Documents with respect to any such Lien, or (iii) the validity or enforceability of any of the Loan Documents.
No Enforcement or Commencement of Any Proceedings. (a) Each Subordinated Creditor agrees that, until the Termination Date has occurred, it will not accelerate the maturity of the Intercompany Subordinated Debt, exercise any remedies (including the assertion of any claims, motions, objections or arguments) or commence, or join with any creditor other than the Secured Parties in commencing, any proceeding referred to in clause (a) of Section 2.2.
No Enforcement or Commencement of Any Proceedings. Each Subordinated Creditor agrees that it will not, unless consented to by the Agent, accelerate the maturity of the Intercompany Subordinated Debt or commence, or join with any creditor other than the Agent or the Secured Parties in commencing, any proceeding referred to in Section 1.2(a) of this Intercompany Subordination Agreement, in each case except as not prohibited under the Credit Agreement. Unless consented to by the Agent, each Subordinated Creditor agrees not to initiate, prosecute or participate in any claim, action or other proceeding challenging the enforceability, validity, perfection, allowability, or priority of the Senior Indebtedness or any liens and security interests securing the Senior Indebtedness, in each case except as not prohibited under the Credit Agreement.
