Notes Subordinated to Senior Debt. The Company covenants and agrees, and each Holder of the Notes, by its acceptance thereof, likewise covenants and agrees, that all Notes shall be issued subject to the provisions of this Article Ten; and each Person holding any Note, whether upon original issue or upon registration of transfer, assignment or exchange thereof, accepts and agrees that the payment of all Obligations on the Notes by the Company shall, to the extent and in the manner herein set forth, be subordinated and junior in right of payment to the prior payment in full in cash or Cash Equivalents of all Obligations on or in respect of Senior Debt; that the subordination is for the benefit of, and shall be enforceable directly by, the holders of Senior Debt, and that each holder of Senior Debt whether now outstanding or hereafter created, incurred, assumed or guaranteed shall be deemed to have acquired Senior Debt in reliance upon the covenants and provisions contained in this Indenture and the Notes.
Notes Subordinated to Senior Debt. Anything herein to the contrary notwithstanding, each of the Issuer, for itself and its successors, and each Holder, by his or her acceptance of Notes (whether upon original issue or upon transfer, assignment or exchange of Notes), agrees that the payment of all Obligations owing to the Holders in respect of the Notes is subordinated, to the extent and in the manner provided in this Article Ten, to the prior payment in full of all Senior Debt (including all Obligations under any Credit Facility (including any Credit Agreement) and all Obligations under the Senior Notes) in cash, whether outstanding on the Issue Date or thereafter incurred. Notwithstanding anything in this Article Ten to the contrary, payments and distributions (a) of Permitted Junior Securities and (b) made relating to the Notes from the trust established pursuant to Article Eight shall not be so subordinated in right of payment, so long as, with respect to (b), (1) the conditions specified in Article Eight are satisfied on the date of any deposit pursuant to said trust and (2) such payments and distributions did not violate the provisions of this Article Ten when made. The Notes shall in all respects rank pari passu in right of payment with (i) the Existing Senior Subordinated Notes and any Indebtedness of the Issuer that expressly provides that it ranks pari passu in right of payment with any of the Existing Senior Subordinated Notes and (ii) the 2007 Convertible Notes (as in effect on the date hereof) and any Indebtedness of the Issuer that expressly provides that it ranks pari passu in right of payment with the 2007 Convertible Notes (as in effect on the date hereof), and only Indebtedness of the Issuer which is Senior Debt shall rank senior to the Notes in accordance with the provisions set forth herein. This Article Ten shall constitute a continuing offer to all Persons who become holders of, or continue to hold, Senior Debt, such provisions are made for the benefit of the holders of Senior Debt and such holders are made obligees hereunder and any one or more of them may enforce such provisions. The holders of Senior Debt (including Designated Senior Debt) shall have the right to rely on this Article Ten.
Notes Subordinated to Senior Debt. Anything herein to the contrary notwithstanding, the Company, for itself and its successors, and each Holder, by his or her acceptance of Notes, agrees that the payment of all Obligations owing to the Holders in respect of the Notes is subordinated, to the extent and in the manner provided in this Article Ten, in right of payment to the prior payment in full in cash, Cash Equivalents or Foreign Cash Equivalents, or such payment duly provided for to the satisfaction of the holders of Senior Debt, of all Obligations on Senior Debt, including without limitation, the Company's obligations under the Credit Facilities. This Article Ten shall constitute a continuing offer to all Persons who become holders of, or continue to hold, Senior Debt, and such provisions are made for the benefit of the holders of Senior Debt and such holders are made obligees hereunder and any one or more of them may enforce such provisions.
Notes Subordinated to Senior Debt iv SECTION 10.02. Suspension of Payment When Senior Debt Is in Default ... iv SECTION 10.03. Notes Subordinated to Prior Payment of All Senior Debt on Dissolution, Liquidation or Reorganization of Company ............................................. v
Notes Subordinated to Senior Debt. Anything herein --------------------------------- to the contrary notwithstanding, the Company, for itself and its successors, and each Holder agrees that the payment of all Obligations owing on, or relating to, the Notes to the Holders is subor dinated, to the extent and in the manner provided in this Article Ten, to the prior payment in full in cash or Cash Equivalents of all Obligations on Senior Debt (including all Obligations with respect to the Credit Agreement), whether outstanding on the Issue Date or thereafter incurred. Notwithstanding the provisions of this Article Ten, payments and distributions made relating to the Notes pursuant to a trust fund established under Section 8.04 pursuant to the terms of Article Eight (so long as all of the applicable conditions contained in Article Eight were satisfied at the time of such payment) shall not be subordinated to Senior Debt under this Article Ten. This Article Ten shall constitute a continuing offer to all Persons who become holders of, or continue to hold, Senior Debt, and such provisions are made for the benefit of the holders of Senior Debt and such holders are made obligees hereunder and any one or more of them may enforce such provisions.
Notes Subordinated to Senior Debt. The Issuer covenants and agrees and each Holder, by his acceptance hereof likewise covenants and agrees, that all Notes shall be issued subject to the provisions of Section 5 of this Note; and each person holding any Note, whether upon original issue or upon transfer, assignment or exchange thereof accepts and agrees that the payment of the principal amount of and interest on the Notes by the Issuer shall, to the extent and in the manner herein set forth, be subordinated and junior in right of payment, to the prior payment in full of Senior Debt.
Notes Subordinated to Senior Debt. 47 SECTION 10.02. No Payment on Notes in Certain Circumstances........................................... 47 SECTION 10.03. Delay of Acceleration and Remedies..................................................... 48 SECTION 10.04. Payment Over of Proceeds upon Dissolution, Etc......................................... 49 SECTION 10.05. Payments May Be Paid Prior to Dissolution.............................................. 50 SECTION 10.06. Subrogation............................................................................ 50 SECTION 10.07. Obligations of the Company Unconditional............................................... 51 SECTION 10.08.
Notes Subordinated to Senior Debt. Suspension of Payment When Senior Debt Is in Default.
Notes Subordinated to Senior Debt. Notwithstanding any other provision of this Indenture, the Issuer, the Company and the Trustee each covenants and agrees, and each Holder, by its acceptance of a Note, likewise covenants and agrees, that all Notes shall be issued subject to the provisions of this Article XV and each Person holding any Note, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees that the Notes, and all payments in respect thereof including any payments on account of the Make Whole Premium, shall, to the extent set forth in this Article XV, be subordinated in right of payment to the prior payment in full, in cash or cash equivalents, of all amounts that constitute Senior Debt, including, without limitation, the Issuer’s obligations under the Senior Bank Facilities. The Notes will be on parity in the right of payment with the Issuer’s other existing and future liabilities that are not otherwise subordinated in favor of the notes. The Notes will be senior in the right of payment to all other indebtedness of the Issuer that by its terms is expressly subordinate to the Notes.
Notes Subordinated to Senior Debt. 92 Section 12.02 Suspension of Payment When Senior Debt Is in Default..... 92 Section 12.03 Notes Subordinated to Prior Payment of All Senior Debt on Dissolution, Liquidation or Reorganization of the Issuer............................................ 94 Section 12.04 Payments May Be Made Prior to Dissolution................ 95 Section 12.05 Holders To Be Subrogated to Rights of Holders of Senior Debt.................................................. 95 Section 12.06 Obligations of the Issuer Unconditional.................. 95 Section 12.07 Notice to Trustee........................................ 96 Section 12.08 Reliance on Judicial Order or Certificate of Liquidating Agent................................................. 96 Section 12.09 Trustee's Relation to Senior Debt......................
