Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereof; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereof; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 4 contracts
Samples: Intercompany Subordination Agreement, Intercompany Subordination Agreement (Velocity Express Corp), Intercompany Subordination Agreement (Velocity Express Corp)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees agrees, to the extent permitted by applicable law, that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Agent or any Lender Group hereunder: , (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by Agent, Lenders or Bank Product Providers (in accordance with the Lender Group Loan Documents or Agent on behalf thereofthe Bank Product Agreements); (ii) the agreements of any other Obligor with respect to the Loan Documents or Bank Product Agreements may from time to time be modified by such other Obligor and Obligor, Agent, Lenders or Bank Product Providers (in accordance with the Lender Group Loan Documents or Agent on behalf thereof the Bank Product Agreements) for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor Obligor, Agent, Lenders or the Lender Group Bank Product Providers thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and Obligor, Agent, Lenders or Bank Product Providers (in accordance with the Lender Group Loan Documents or Agent on behalf thereofBank Product Agreements); (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the or any Lender Group or Bank Product Provider may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other ObligorObligors, any other Person, or with respect to any Collateral may be exercised (or the Agent or any Lender Group or Agent on behalf thereof Bank Product Provider may waive or refrain from exercising such rightsrights in accordance with the Loan Documents or the Bank Product Agreements).
Appears in 2 contracts
Samples: Intercompany Subordination Agreement (SMART Modular Technologies (DE), Inc.), Intercompany Subordination Agreement (SMART Modular Technologies (WWH), Inc.)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such ObligorObligor except as otherwise provided in the Loan Documents, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group hereunder: (i) the time for any other Obligor’s 's performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereof; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereof; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 2 contracts
Samples: Intercompany Subordination Agreement (Iron Age Holdings Corp), Intercompany Subordination Agreement (Midway Games Inc)
Obligations of Each Obligor Not Affected. Each Creditor Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Creditor Obligor, without incurring responsibility to such Creditor Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of Agent, any other member of the Lender Group Group, or any Bank Product Provider hereunder: (i) the time for any other Debtor Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents or the Bank Product Agreements may be extended or such performance or compliance may be waived by Agent, any other member of the Lender Group Group, or Agent on behalf thereofany Bank Product Provider; (ii) the agreements of any other Debtor Obligor with respect to the Loan Documents or the Bank Product Agreements may from time to time be modified by such other Obligor and Debtor Obligor, Agent, any other member of the Lender Group Group, or Agent on behalf thereof any Bank Product Provider for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such Debtor Obligor, Agent, any other Obligor or member of the Lender Group Group, or any Bank Product Provider thereunder; (iii) the manner, place, or terms for payment by any Debtor Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any Debtor Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any Debtor Obligor may be accelerated in accordance with the terms of any present or future agreement by any Debtor Obligor, Agent, any other Obligor and member of the Lender Group Group, or Agent on behalf thereofany Bank Product Provider; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligorthe Debtor Obligors, any other Person, or with respect to any Collateral may be exercised (or Agent, any other member of the Lender Group Group, or Agent on behalf thereof any Bank Product Provider may waive or refrain from exercising such rights)rights as provided in the Loan Documents, the Bank Product Agreements or under applicable law) in each case, in accordance with the applicable Loan Documents or Bank Product Agreements and applicable law.
Appears in 2 contracts
Samples: Intercompany Subordination Agreement (Nuverra Environmental Solutions, Inc.), Intercompany Subordination Agreement (Erickson Air-Crane Inc.)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Agent hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by Agent or the Lender Group or Agent on behalf thereofLenders; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor Obligor, Agent, and the Lender Group or Agent on behalf thereof Lenders for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor Obligor, Agent, or the Lender Group Lenders thereunder; (iii) the manner, place, or terms for payment by any other Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any other Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any other Obligor may be accelerated in accordance with the terms of any present or future agreement by any other Obligor Obligor, Agent, and the Lender Group or Agent on behalf thereofLenders; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other ObligorObligors, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 2 contracts
Samples: Intercompany Subordination Agreement (Oasis Interval Ownership, LLC), Intercompany Subordination Agreement (155 East Tropicana, LLC)
Obligations of Each Obligor Not Affected. Each Creditor Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Creditor Obligor, without incurring responsibility to such Creditor Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of Agent or any other member of the Lender Group hereunder: (i) the time for any other Debtor Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by Agent, any other member of the Lender Group or Agent on behalf thereofGroup; (ii) the agreements of any other Debtor Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and Debtor Obligor, Agent, or any other member of the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such Debtor Obligor, Agent, or any other Obligor or member of the Lender Group thereunder; (iii) the manner, place, or terms for payment by any Debtor Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any Debtor Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any Debtor Obligor may be accelerated in accordance with the terms of any present or future agreement by any Debtor Obligor, Agent, or any other Obligor and member of the Lender Group or Agent on behalf thereofGroup; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligorthe Debtor Obligors, any other Person, or with respect to any Collateral may be exercised (or Agent or any other member of the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights)rights as provided in the Loan Documents or under applicable law) in each case, in accordance with the applicable Loan Documents and applicable law.
Appears in 2 contracts
Samples: Subordination Agreement (KLDiscovery Inc.), Subordination Agreement (KLDiscovery Inc.)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that that, subject to the terms and conditions of the Loan Documents, at any time and from time to time, without notice to or the consent of such Obligor (in its capacity as an Obligor), without incurring responsibility to such Obligor (in its capacity as an Obligor), and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Agents and the Lenders hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofAgents and the Lenders; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof Agents and the Lenders for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunderAgents and the Lenders thereunder (in each case, other than retroactively prohibiting Subordinated Debt Payments previously permitted to be made pursuant to Section 4 of this Agreement or any other Loan Document and actually made prior to any such prohibition becoming effective); (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereofAgents and the Lenders; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of the Collateral Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof Agents and the Lenders may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Troika Media Group, Inc.)
Obligations of Each Obligor Not Affected. Each Creditor Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Creditor Obligor, without incurring responsibility to such Creditor Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of Agent or any other member of the Lender Group hereunderGroup: (i) the time for any other Debtor Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by Agent or any other member of the Lender Group or Agent on behalf thereofGroup; (ii) the agreements of any other Debtor Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and Debtor Obligor, Agent or any other member of the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such Debtor Obligor, Agent or any other Obligor or member of the Lender Group thereunder; (iii) the manner, place, or terms for payment by any Debtor Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any Debtor Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any Debtor Obligor may be accelerated in accordance with the terms of any present or future agreement by any Debtor Obligor, Agent or any other Obligor and member of the Lender Group or Agent on behalf thereofGroup; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligorthe Debtor Obligors, any other Person, or with respect to any Collateral may be exercised (or Agent or any other member of the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights)rights as provided in the Loan Documents or under applicable law) in each case, in accordance with the applicable Loan Documents and applicable law.
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Nuverra Environmental Solutions, Inc.)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Agent or any Lender Group hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by Agent and the Lender Group or Agent on behalf thereofLenders; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor Obligor, Agent and the Lender Group or Agent on behalf thereof Lenders for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor Obligor, Agent or the Lender Group Lenders thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor Obligor, Agent and the Lender Group or Agent on behalf thereofLenders; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against the other Obligor or any other Obligor, any other Person, or with respect to any Collateral Person may be exercised (or Agent and the Lender Group or Agent on behalf thereof Lenders may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Ares Commercial Real Estate Corp)
Obligations of Each Obligor Not Affected. Each Subject to the terms and conditions of the Loan Documents, each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Collateral Agent on behalf thereof; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Collateral Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Collateral Agent on behalf thereof; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Collateral Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Collateral Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 1 contract
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees agrees, to the extent permitted by applicable law, that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Trustee hereunder: , (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Indenture and the Security Documents may be extended or such performance or compliance may be waived by Trustee (in accordance with the Lender Group Security Documents or Agent on behalf thereofthe indenture); (ii) the agreements of any other Obligor with respect to the Loan Security Documents or Indenture may from time to time be modified by such other Obligor and or Trustee (in accordance with the Lender Group Security Documents or Agent on behalf thereof the Indenture) for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group Trustee thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and or Trustee (in accordance with the Lender Group Security Documents or Agent on behalf thereofIndenture); (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group Trustee may be terminated, subordinated, or fail to be perfected or become unperfectedunperfected (in accordance with the Security Documents); (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other ObligorObligors, any other Person, or with respect to any Collateral may be exercised subject to the Intercreditor Agreement (or the Lender Group or Agent on behalf thereof Trustee may waive or refrain from exercising such rightsrights in accordance with the Security Documents or the Indenture).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (SMART Modular Technologies (DE), Inc.)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Agent or any Lender Group hereunder: , (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents Financing Agreements may be extended or such performance or compliance may be waived by Agent (in accordance with the Lender Group or Agent on behalf thereofFinancing Agreements); (ii) the agreements of any other Obligor with respect to the Loan Documents Financing Agreements may from time to time be modified by such other Obligor Obligor, Agent and the Lender Group or Agent on behalf thereof Lenders (in accordance with the Financing Agreements) for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor Obligor, Agent or the Lender Group Lenders thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor Obligor, Agent and the Lender Group or Agent on behalf thereofLenders (in accordance with the Financing Agreements); (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the or any Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other ObligorObligors, any other Person, or with respect to any Collateral may be exercised (or the Agent or any Lender Group or Agent on behalf thereof may waive or refrain from exercising such rightsrights in accordance with the Financing Agreements).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (New York & Company, Inc.)
Obligations of Each Obligor Not Affected. Each Creditor Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Creditor Obligor, without incurring responsibility to such Creditor Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of Agent or any other member of the Lender Group hereunderNoteholder Group: (i) the time for any other Debtor Obligor’s performance of or compliance with any of its agreements contained in the Loan Indenture or the Security Documents may be extended or such performance or compliance may be waived by Agent or any other member of the Lender Group or Agent on behalf thereofNoteholder Group; (ii) the agreements of any other Debtor Obligor with respect to the Loan Indenture and the Security Documents may from time to time be modified by such other Obligor and Debtor Obligor, Agent or any other member of the Lender Noteholder Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such Debtor Obligor, Agent or any other Obligor or member of the Lender Noteholder Group thereunder; (iii) the manner, place, or terms for payment by any Debtor Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any Debtor Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any Debtor Obligor may be accelerated in accordance with the terms of any present or future agreement by any Debtor Obligor, Agent or any other Obligor and member of the Lender Group or Agent on behalf thereofNoteholder Group; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligorthe Debtor Obligors, any other Person, or with respect to any Collateral may be exercised (or Agent or any other member of the Lender Noteholder Group or Agent on behalf thereof may waive or refrain from exercising such rights)rights as provided in the Indenture or the applicable Security Documents or under applicable law) in each case, in accordance with the Indenture and the applicable Security Documents and applicable law.
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Nuverra Environmental Solutions, Inc.)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Foothill hereunder: (i) the time for any other Obligor’s 's performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofFoothill; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof Foothill for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group Foothill thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereofFoothill; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group Foothill may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other ObligorObligors, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof Foothill may waive or refrain from exercising such rights).
Appears in 1 contract
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Agent hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by Agent or the Lender Group or Agent on behalf thereofLenders; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor Obligor, Agent, and the Lender Group or Agent on behalf thereof Lenders for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor Obligor, Agent, or the Lender Group Lenders thereunder; (iii) the manner, place, or terms for payment by any other Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any other Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any other Obligor may be accelerated in accordance with the terms of any present or future agreement by any other Obligor Obligor, Agent, and the Lender Group or Agent on behalf thereofLenders; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other ObligorObligors, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights)rights as provided in the Loan Documents or under applicable law) in each case, in accordance with the applicable Loan Documents and applicable law.
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Jack Cooper Logistics, LLC)
Obligations of Each Obligor Not Affected. Each Creditor Obligor hereby agrees that that, subject to the terms and conditions of the Loan Documents, at any time and from time to time, without notice to or the consent of such Creditor Obligor, without incurring responsibility to such Creditor Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of any Agent or any of the Lender Group Secured Parties hereunder: (i) the time for any other Debtor Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by any Agent or any of the Lender Group or Agent on behalf thereofSecured Parties; (ii) the agreements of any other Debtor Obligor with respect to the Loan Documents may from time to time be modified in accordance with the respective terms of such Loan Documents by such other Obligor and Debtor Obligor, the Lender Group Agents or Agent on behalf thereof the Secured Parties for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor Debtor Obligor, the Agents or the Lender Group Secured Parties thereunder; (iii) the manner, place, or terms for payment by any Debtor Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any Debtor Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any Debtor Obligor may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and Debtor Obligor, any Agent or any of the Lender Group or Agent on behalf thereofSecured Parties; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of any Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligorthe Debtor Obligors, any other Person, or with respect to any Collateral may be exercised (or any Agent or any of the Lender Group or Agent on behalf thereof Secured Parties may waive or refrain from exercising such rights)rights as provided in the Loan Documents or under applicable law) in each case, in accordance with the applicable Loan Documents and applicable law.
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Unique Logistics International, Inc.)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of Lender or the Lender Group Bank Product Providers hereunder: (i) the time for any other Obligor’s 's performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofLender; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereofLender; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent Lender for Lender's benefit and for the benefit of the Lender Group Bank Product Providers may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Mortons Restaurant Group Inc)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group hereunder: (i) the time for any other Obligor’s 's performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereof; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereof; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Star Telecommunications Inc)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Agent hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Other Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofAgent; (ii) the agreements of any other Obligor with respect to the Loan Other Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof in writing for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group Agent thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereofCredit Agreement; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other ObligorObligors, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Newegg Commerce, Inc.)
Obligations of Each Obligor Not Affected. Each Creditor Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Creditor Obligor, without incurring responsibility to such Creditor Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Administrative Agent or any Lender Group hereunder: (i) the time for any other Debtor Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group Administrative Agent or Agent on behalf thereofany Lender; (ii) the agreements of any other Debtor Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and Debtor Obligor, the Administrative Agent, or any Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor Debtor Obligor, the Administrative Agent, or the any Lender Group thereunder; (iii) the manner, place, or terms for payment by any Debtor Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any Debtor Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any Debtor Obligor may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and Debtor Obligor, the Lender Group Administrative Agent, or Agent on behalf thereofany Lender; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of the Administrative Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligorthe Debtor Obligors, any other Person, or with respect to any Collateral may be exercised (or the Administrative Agent or any Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights)rights as provided in the Loan Documents) in each case, in accordance with the applicable Loan Documents and applicable law.
Appears in 1 contract
Obligations of Each Obligor Not Affected. Each Creditor Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Creditor Obligor, without incurring responsibility to such Creditor Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of either Agent or any other member of the Lender Group Groups hereunder: (i) the time for any other Debtor Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by either Agent or any other member of the Lender Group or Agent on behalf thereofGroups; (ii) the agreements of any other Debtor Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and Debtor Obligor, either Agent or any other member of the Lender Group or Agent on behalf thereof Groups for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such Debtor Obligor, either Agent or any other Obligor or member of the Lender Group Groups thereunder; (iii) the manner, place, or terms for payment by any Debtor Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any Debtor Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any Debtor Obligor may be accelerated in accordance with the terms of any present or future agreement by any Debtor Obligor, either Agent or any other Obligor and member of the Lender Group or Agent on behalf thereofGroups; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of either Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligorthe Debtor Obligors, any other Person, or with respect to any Collateral may be exercised (or either Agent or any other member of the Lender Group or Agent on behalf thereof Groups may waive or refrain from exercising such rights)rights as provided in the Loan Documents or under applicable law) in each case, in accordance with the applicable Loan Documents and applicable law.
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Nuverra Environmental Solutions, Inc.)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Secured Parties hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofSecured Parties; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof Secured Parties for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group Secured Parties thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereofSecured Parties; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group any Secured Party may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof Secured Parties may waive or refrain from exercising such rights).
Appears in 1 contract
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Collateral Agent on behalf thereof; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Collateral Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Collateral Agent on behalf thereof; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Collateral Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Collateral Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Elgar Holdings Inc)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Agent or any Lender Group hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents and Bank Product Agreements may be extended or such performance or compliance may be waived by Agent and the Lender Group or Agent on behalf thereofLenders; (ii) the agreements of any other Obligor with respect to the Loan Documents and Bank Product Agreements may from time to time be modified by such other Obligor Obligor, Agent and the Lender Group or Agent on behalf thereof Lenders for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor Obligor, Agent or the Lender Group Lenders thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor Obligor, Agent and the Lender Group or Agent on behalf thereofLenders; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent Agent, for the benefit of the Lender Group and the Bank Product Providers, may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other Obligor, any other Person, or with respect to any Collateral may be exercised (or Agent and the Lender Group or Agent on behalf thereof Lenders may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Ares Commercial Real Estate Corp)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Agent and the Lenders hereunder: (i) the time for any other Obligor’s 's performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofand the Lenders; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof and the Lenders for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group Agent and the Lenders thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereofand the Lenders; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of the Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof and the Lenders may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Composite Technology Corp)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Agents or the Lenders hereunder: (i) the time for any other Obligor’s 's performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group Agents or Agent on behalf thereofthe Lenders; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group Agents or Agent on behalf thereof the Lenders for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group Agents or the Lenders thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group Agents or Agent on behalf thereofthe Lenders; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of any Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group Agents or Agent on behalf thereof the Lenders may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Subordination Agreement (Global Geophysical Services Inc)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such ObligorObligor except as otherwise provided in the Loan Documents, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofLender; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereofLender; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Midway Games Inc)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that that, subject to the terms and conditions of the Loan Documents, at any time and from time to time, without notice to or the consent of such ObligorObligor (except as otherwise expressly required by the terms of any applicable Loan Document), without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group Secured Parties hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofSecured Parties; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof Secured Parties for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group Secured Parties thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereofSecured Parties; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of the Collateral Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof Secured Parties may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Financing Agreement (GP Investments Acquisition Corp.)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofLender; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the and Lender Group thereunder; (iii) the manner, place, or terms for payment by any other Obligor of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt of any other Obligor may be renewed in whole or in part; (iv) the maturity of the Senior Debt of any other Obligor may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereofLender; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other ObligorObligors, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights)rights as provided in the Loan Documents or under applicable law) in each case, in accordance with the applicable Loan Documents and applicable law.
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Sugarfina Corp)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group or the Bank Product Providers hereunder: (i) the time for any other Obligor’s performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereof; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereof; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group and the Bank Product Providers may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 1 contract
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such ObligorObligor except as otherwise provided in the Loan Agreement, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of the Lender Group hereunder: (i) the time for any other Obligor’s 's performance of or compliance with any of its agreements contained in the Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereof; (ii) the agreements of any other Obligor with respect to the Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and the Lender Group or Agent on behalf thereof; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit of the Lender Group may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other Obligor, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Frontstep Inc)
Obligations of Each Obligor Not Affected. Each Obligor hereby agrees that at any time and from time to time, without notice to or the consent of such Obligor, without incurring responsibility to such Obligor, and without impairing or releasing the subordination provided for herein or otherwise impairing the rights of Agent or the Lender Group Credit Parties hereunder: (i) the time for any other Obligor’s 's performance of or compliance with any of its agreements contained in the applicable Loan Documents may be extended or such performance or compliance may be waived by the Lender Group or Agent on behalf thereofAgent; (ii) the agreements of any other Obligor with respect to the applicable Loan Documents may from time to time be modified by such other Obligor and the Lender Group or Agent on behalf thereof for the purpose of adding any requirements thereto or changing in any manner the rights and obligations of such other Obligor or the Lender Group Agent thereunder; (iii) the manner, place, or terms for payment of Senior Debt or any portion thereof may be altered or the terms for payment extended, or the Senior Debt may be renewed in whole or in part; (iv) the maturity of the Senior Debt may be accelerated in accordance with the terms of any present or future agreement by any other Obligor and any member of the Lender Group or Agent on behalf thereofCredit Parties; (v) any Collateral may be sold, exchanged, released, or substituted and any Lien in favor of Agent for the benefit on behalf of the Lender Group Credit Parties may be terminated, subordinated, or fail to be perfected or become unperfected; (vi) any Person liable in any manner for Senior Debt may be discharged, released, or substituted; and (vii) all other rights against any the other ObligorObligors, any other Person, or with respect to any Collateral may be exercised (or the Lender Group or Agent on behalf thereof may waive or refrain from exercising such rights).
Appears in 1 contract