Common use of No Exercise of Remedies Clause in Contracts

No Exercise of Remedies. Unless and until the Senior Creditor shall have received payment in full in cash, stock or property acceptable to the Senior Creditor of all Senior Indebtedness and the Senior Indebtedness shall have terminated pursuant to the respective terms and provisions thereof, the Junior Creditor shall not (a) accelerate the maturity of the Junior Indebtedness or exercise any of its default remedies or otherwise take any Junior Enforcement Action or (b) ask, demand or xxx for any right or remedy in respect of all or any part of the Junior Indebtedness or the Collateral, and the Junior Creditor agrees not to take or receive from the Credit Party, directly or indirectly, in cash or other Property or by set-off or in any other manner, whether pursuant to any enforcement, collection, execution, levy or foreclosure proceeding or otherwise, any part of the Collateral. Without limiting the generality of the foregoing, unless and until the Senior Creditor shall have received payment in full in cash, stock or property acceptable to the Senior Creditor of all Senior Indebtedness and the Senior Indebtedness shall have terminated pursuant to the respective terms and provisions thereof: (i) the Junior Creditor shall not exercise or otherwise assert any right or remedy in respect of any part of the Collateral or the Lien of the Senior Creditor thereon; (ii) the sole right of the Junior Creditor with respect to the Collateral shall be to hold a Lien thereon to the extent granted pursuant to the Junior Credit Documents (as subordinated herein) and to receive proceeds thereof remaining after such payment and termination and (iii) without the prior written consent of the Senior Creditor, the Junior Creditor shall not exercise any right the Junior Creditor may have under the Junior Credit Documents under the UCC or other applicable law to deliver any notice to account debtors informing them of the Junior Creditor’s interest in any accounts of the Credit Party or directing such account debtors to make payments in any particular manner of amounts due in respect of any such account.

Appears in 2 contracts

Samples: Subordination Agreement (Quest Oil Corp), Subordination Agreement (Diametrics Medical Inc)

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No Exercise of Remedies. Unless and until the Agent and each Senior Creditor Lender shall have received indefeasible payment in full in cash, stock or property acceptable to the Senior Creditor cash of all Senior Indebtedness and the all Senior Indebtedness Commitments shall have terminated pursuant to the respective terms and provisions thereofof the Credit Documents, neither Trustee, the Holders nor any other Junior Creditor Lender shall not (a) accelerate the maturity of the Junior Indebtedness or exercise any of its default remedies or otherwise take any Junior Enforcement Action or (b) ask, demand or xxx for any right or remedy in respect of all or any part of the Collateral and Trustee and each Junior Indebtedness or the Collateral, and the Junior Creditor Lender agrees not to take or receive from the any Credit Party, directly or indirectly, in cash or other Property or by set-off or in any other manner, whether pursuant to any enforcement, collection, execution, levy or foreclosure proceeding or otherwise, any part of the Collateral. Without limiting the generality of the foregoing, unless and until the Agent and each Senior Creditor Lender shall have received indefeasible payment in full in cash, stock or property acceptable to the Senior Creditor cash of all Senior Indebtedness and the all Senior Indebtedness Commitments shall have terminated pursuant to the respective terms and provisions thereofof the Credit Documents: (i) the neither Trustee nor any Junior Creditor Lender shall not exercise or otherwise assert any right or remedy in respect of any part of the Collateral or the any Lien of the Senior Creditor thereon; (ii) the sole right of the Junior Creditor Trustee with respect to the Collateral shall be to hold a Lien thereon to the extent granted pursuant to the Junior Credit Documents (as subordinated herein) and to receive proceeds thereof remaining after such payment and termination termination; and (iii) without the prior written consent of the Senior CreditorAgent, the neither Trustee nor any Junior Creditor Lender shall not exercise any right the Junior Creditor Trustee may have under the Junior Credit Documents or under the UCC or other applicable law to deliver any notice to account debtors informing them of the Junior CreditorTrustee’s interest in any accounts of the any Credit Party or directing such account debtors to make payments in any particular manner of amounts due in respect of any such account.

Appears in 1 contract

Samples: Intercreditor Agreement (Hawaii Parking Maintenance Inc)

No Exercise of Remedies. (a) Unless and until the Agent and each Senior Creditor Bank shall have received indefeasible payment in full in cash, stock or property acceptable to the Senior Creditor cash of all Senior Indebtedness and the Senior Indebtedness Credit Documents and all Senior Commitments thereunder shall have terminated pursuant to the respective terms and provisions thereof, the Junior Creditor except for its receipt of payments expressly permitted by Section 2.3, neither Halifax nor any other Holder shall not (a) accelerate the maturity of the Junior Indebtedness or exercise any of its default remedies or otherwise take any Junior Enforcement Action or (b) ask, demand or xxx for any right or remedy in respect of all or any part of the Junior Indebtedness or the Collateral, Senior Bank Collateral and the Junior Creditor Halifax and each Holder agrees not to take or receive from the any Credit Party, directly or indirectly, in cash or other Property or by set-off or in any other manner, whether pursuant to any enforcement, collection, execution, levy or foreclosure proceeding or otherwise, all or any part of the Senior Bank Collateral. Without limiting the generality of the foregoing, unless and until the Agent and each Senior Creditor Bank shall have received indefeasible payment in full in cash, stock or property acceptable to the Senior Creditor cash of all Senior Indebtedness and the Senior Indebtedness Credit Documents and all Senior Commitments thereunder shall have terminated pursuant to the respective terms and provisions thereof: , (i) the Junior Creditor neither Halifax nor any other Holder shall not exercise or otherwise assert any right or remedy in respect of all or any part of the Senior Bank Collateral or the any Lien of the Senior Creditor thereon; (ii) the sole right of the Junior Creditor Halifax with respect to the Senior Bank Collateral shall be to hold a Lien thereon to the extent granted pursuant to the Junior Credit Halifax Documents (as subordinated herein) and to receive proceeds thereof remaining after such payment and termination termination; and (iii) without the prior written consent of the Senior CreditorAgent, the Junior Creditor neither Halifax nor any other Holder shall not exercise any right the Junior Creditor Halifax may have under the Junior Credit Halifax Documents or under the UCC or other applicable law to deliver any notice notices to account debtors informing them of the Junior Creditor’s Halifax's interest in any accounts of the any Credit Party or directing such account debtors to make payments in any particular manner of amounts due in respect of any such account.

Appears in 1 contract

Samples: Subordination and Intercreditor Agreement (U S Plastic Lumber Corp)

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No Exercise of Remedies. Unless and until the Agent and each Senior Creditor Lender shall have received indefeasible payment in full in cash, stock or property acceptable to the Senior Creditor cash of all Senior Indebtedness and the Senior Indebtedness Credit Documents and all Senior Commitments thereunder shall have terminated pursuant to the respective terms and provisions thereof, the Junior Creditor except as otherwise expressly permitted in SECTIONS 3.2 and 3.3 below, neither Trustee nor any Noteholder shall not (a) accelerate the maturity of the Junior Indebtedness or exercise any of its default remedies or otherwise take any Junior Enforcement Action or (b) ask, demand or xxx for sue xxr any right or remedy in respect of all or any part of the Junior Indebtedness or the Collateral, Senior Lender Collateral and the Junior Creditor agrees Trustee and each Noteholder agree not to take or receive from the any Credit Party, directly or indirectly, in cash or other Property or by set-off or in any other manner, whether pursuant to any enforcement, collection, execution, levy or foreclosure proceeding or otherwise, all or any part of the Senior Lender Collateral. Without limiting the generality of the foregoing, unless and until the Agent and each Senior Creditor Lender shall have received indefeasible payment in full in cash, stock or property acceptable to the Senior Creditor cash of all Senior Indebtedness and the Senior Indebtedness Credit Documents and all Senior Commitments thereunder shall have terminated pursuant to the respective terms and provisions thereof: , (i) the Junior Creditor neither Trustee nor any Noteholder shall not exercise or otherwise assert any right or remedy in respect of all or any part of the Senior Lender Collateral or the Lien of the Senior Creditor any Liens thereon; (ii) the sole right of the Junior Creditor Trustee with respect to the Senior Lender Collateral shall be to hold a Lien thereon to the extent granted pursuant to the Junior Credit Note Documents (as subordinated herein) and to receive proceeds thereof remaining after such payment and termination termination; and (iii) without the prior written consent of the Senior CreditorAgent, the Junior Creditor neither Trustee nor any Noteholder shall not exercise any right the Junior Creditor Trustee may have under the Junior Credit Note Documents or under the UCC Uniform Commercial Code or other applicable law to deliver any notice notices to account debtors informing them of the Junior Creditor’s interest in any accounts of the Credit Party or directing such account debtors to make payments in any particular manner of amounts due in respect of any such account.informing

Appears in 1 contract

Samples: Intercreditor Agreement (Metal Management Inc)

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