Common use of Payments relating to Subordinated Debt Clause in Contracts

Payments relating to Subordinated Debt. At any meeting of creditors of the Borrower or any other Person or in the event of any case or proceeding, voluntary or involuntary, for the distribution, division or application of all or part of the assets of the Borrower or any other Person or the proceeds thereof, whether such case or proceeding be for the liquidation, dissolution or winding up of the Borrower or any other Person or its business, a receivership, insolvency or bankruptcy case or proceeding, an assignment for the benefit of creditors or a proceeding by or against the Borrower or any other Person for relief under the Bankruptcy Code or any other bankruptcy, reorganization or insolvency law or any other law relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangement, composition or extension or marshalling of assets or otherwise, the Agent is hereby irrevocably authorized at any such meeting or in any such proceeding to receive or collect for the benefit of the Lenders any Distributions (including, without limitation, cash or other assets of the Borrower or such Person distributed, divided or applied by way of dividend or payment, or any securities issued on account of any Subordinated Debt (other than the capitalization of payment-in-kind interest)), and apply such cash to or to hold such other assets or securities as collateral for the Senior Debt, and to apply to the Senior Debt any cash proceeds of any realization upon such other assets or securities that the Agent in its discretion elects to effect, until all of the Senior Debt shall have been indefeasibly paid in full in cash, rendering to the Subordinating Creditor any surplus to which the Subordinating Creditor is then entitled. The Subordinating Creditor irrevocably authorizes, empowers, and directs any debtor, debtor in possession, receiver, trustee, liquidator, custodian, conservator or other Person having authority, to pay or otherwise deliver all such Distributions to the Agent.

Payments relating to Subordinated Debt. At any meeting of creditors of the Borrower or any other Person Obligor or in the event of any case or proceedingproceeding (including any Insolvency Proceeding), voluntary or involuntary, for the distribution, division or application of all or part of the assets of the Borrower or any other Person an Obligor or the proceeds thereof, whether such case or proceeding be for the liquidation, dissolution or winding up of the Borrower or any other Person an Obligor or its business, a receivership, insolvency or bankruptcy case or proceeding, an assignment for the benefit of creditors or a proceeding by or against the Borrower or any other Person an Obligor for relief under the Bankruptcy Code or any other bankruptcy, reorganization or insolvency law or any other law relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangement, composition or extension or marshalling of assets or otherwiseDebtor Relief Law, the Agent is Senior Agents, on behalf of the respective Senior Secured Parties, are hereby irrevocably authorized at any such meeting or in any such proceeding to receive or collect for the benefit of the Lenders any Distributions (including, without limitation, cash or other assets of the Borrower or such Person Obligors distributed, divided or applied by way of dividend or payment, or any securities issued on account of any Subordinated Debt (other than the capitalization of payment-in-kind interest))Debt, and apply such cash to or to hold such other assets or securities as collateral Collateral for the Senior Debt, and to apply to the Senior Debt any cash proceeds of any realization upon such other assets or securities or other Collateral that the Agent in its discretion elects Senior Agents elect to effect, until the Full Payment of all of the Senior Debt shall have been indefeasibly paid in full in cashDebt, rendering to the Subordinating Creditor Junior Creditors any surplus to which the Subordinating Creditor is Junior Creditors are then entitled. The Subordinating Each Junior Creditor irrevocably authorizes, empowers, empowers and directs any debtor, debtor in possession, receiver, trustee, liquidator, custodian, conservator or other Person having authority, to pay or otherwise deliver all such Distributions amounts or assets to Senior Agents. Each Junior Creditor also irrevocably authorizes and empowers each Senior Agent, in the Agentname of such Junior Creditor, to demand, xxx for, collect and receive any and all such amounts or assets.

Payments relating to Subordinated Debt. At (a) Upon any meeting payment or distribution of creditors of the Borrower or any other Person or in the event assets of any case Obligor of any kind or proceeding, voluntary or involuntary, for the distribution, division or application of all or part of the assets of the Borrower or any other Person or the proceeds thereofcharacter, whether such case in cash, property or proceeding be for the securities, to creditors upon any total or partial liquidation, dissolution or winding up of the Borrower or any other Person or its businessdissolution, a receivershipwinding-up, insolvency or bankruptcy case or proceedingreorganization, an assignment for the benefit of creditors or marshaling of assets of any Obligor or in a proceeding by or against the Borrower or any other Person for relief under the Bankruptcy Code or any other bankruptcy, reorganization or insolvency law or any other law relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangementinsolvency, composition receivership or extension other similar proceeding relating to any Obligor or marshalling its property, whether voluntary or involuntary, all Senior Debt due or to become due shall first be irrevocably paid in full in cash or cash equivalents acceptable to such holders of Senior Debt, before any such payment or distribution of any kind or character (other than Permitted Junior Securities (as hereafter defined)) is made on account of any Subordinated Debt, or for the acquisition of any Subordinated Debt for cash or property or otherwise. Upon any such dissolution, winding-up, liquidation, reorganization, receivership or similar proceeding, any payment or distribution of assets of any Obligor of any kind or otherwisecharacter, whether in cash, property or securities, to which the holders of Subordinated Debt would be entitled except for the provisions hereof, shall be paid by such Obligor or by any receiver, trustee in bankruptcy, liquidating trustee, agent or other Person making such payment or distribution, or by the holders of Subordinated Debt if received by them, directly to the Agent is hereby irrevocably authorized at any such meeting or in any such proceeding to receive or collect for the benefit of the Lenders any Distributions (including, without limitation, cash or other assets holders of the Borrower or such Person distributed, divided or applied by way of dividend or payment, or any securities issued on account of any Subordinated Senior Debt (other than the capitalization of payment-in-kind interest)), and apply such cash to or to hold such other assets or securities as collateral for the Senior Debt, and to apply application to the payment of Senior Debt any cash proceeds of any realization upon such other assets or securities that the Agent in its discretion elects to effect, remaining unpaid until all of the such Senior Debt shall have has been indefeasibly irrevocably paid in full in cash, rendering cash or cash equivalents acceptable to such holders of Senior Debt after giving effect to any concurrent payment or distribution to or for the Subordinating Creditor any surplus to which the Subordinating Creditor is then entitled. The Subordinating Creditor irrevocably authorizes, empowers, and directs any debtor, debtor in possession, receiver, trustee, liquidator, custodian, conservator or other Person having authority, to pay or otherwise deliver all such Distributions to the Agentholders of Senior Debt.

Payments relating to Subordinated Debt. At any meeting of creditors of the Borrower Company or any other Person of its Subsidiaries or in the event of any case or proceeding, voluntary or involuntary, for the distribution, division or application of all or part of the assets of the Borrower Company or any other Person of its Subsidiaries or the proceeds thereof, whether such case or proceeding be for the liquidation, dissolution or winding up of the Borrower Company or any other Person of its Subsidiaries or its business, a receivership, insolvency or bankruptcy case or proceeding, an assignment for the benefit of creditors or a proceeding by or against the Borrower Company or any other Person such Subsidiary for relief under the federal Bankruptcy Code or any other bankruptcy, reorganization or insolvency law or any other law relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangement, composition or extension or marshalling of assets or otherwise, the Administrative Agent is hereby irrevocably authorized at any such meeting or in any such proceeding (a) to receive or collect for the benefit of the Lenders and the Administrative Agent, and there shall be paid to the Administrative Agent, any Distributions (including, without limitation, cash or cash equivalents or other assets of the Borrower Company or such Person Subsidiary distributed, divided or applied by way of dividend or payment, or any securities issued issued, on account of any Subordinated Debt Debt, (other than the capitalization of payment-in-kind interest)), and b) to apply such cash or cash equivalents to or to hold such other assets or securities as collateral for the Senior Debt, and (c) to apply to the Senior Debt any cash or cash equivalents and the proceeds of any realization upon such other assets or securities that the Administrative Agent in its discretion elects to effect, until all of the Senior Debt shall have been indefeasibly paid in full in cashfull, rendering to the Subordinating Creditor Purchasers any surplus to which the Subordinating Creditor is Purchasers are then entitled. The Subordinating Creditor irrevocably authorizes, empowers, and directs any debtor, debtor in possession, receiver, trustee, liquidator, custodian, conservator or other Person having authority, to pay or otherwise deliver all such Distributions to the Agent.

Payments relating to Subordinated Debt. At any meeting of creditors of the Borrower or any other Person or in the event of any case or proceeding, voluntary or involuntary, for the distribution, division or application of all or part of the assets of the Borrower or any other Person or the proceeds thereof, whether such case or proceeding be for the liquidation, dissolution or winding up of the Borrower or any other Person or its business, a receivership, insolvency or bankruptcy case or proceeding, an assignment for the benefit of creditors or a proceeding by or against the Borrower or any other Person for relief under the federal Bankruptcy Code or any other bankruptcy, reorganization or insolvency law or any other law relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangement, composition or extension or marshalling of assets or otherwise, the Agent is Senior Creditors and/or any other holder of Senior Debt are hereby irrevocably authorized at any such meeting or in any such proceeding to receive or collect for the benefit of the Lenders Senior Creditors and/or any Distributions (includingother holder of Senior Debt, without limitationas the case may be, any cash or other assets of the Borrower or such Person distributed, divided or applied by way of dividend or payment, or any securities issued on account of any Subordinated Debt (other than the capitalization of payment-in-kind interest))Debt, and apply such cash to or to hold such other assets or securities as collateral for the Senior Debt, and to apply to the Senior Debt any cash proceeds of any realization upon such other assets or securities that the Agent Senior Creditors and/or any other holders of Senior Debt in its their discretion elects elect to effect, until all of the Senior Debt shall have been indefeasibly paid in full in cash, rendering to the Subordinating Creditor any surplus to which the Subordinating Creditor is Creditors are then entitled. The Subordinating Creditor irrevocably authorizes, empowers, and directs any debtor, debtor in possession, receiver, trustee, liquidator, custodian, conservator or other Person having authority, to pay or otherwise deliver all such Distributions to the Agent.

Payments relating to Subordinated Debt. At any meeting of creditors of the Borrower Company or any other Person of its Subsidiaries or in the event of any case or proceeding, voluntary or involuntary, for the distribution, division or application of all or part of the assets of the Borrower or any other Person or the proceeds thereof, whether such case or proceeding be for the liquidation, dissolution or winding up of the Borrower or any other Person or its business, a receivership, insolvency or bankruptcy case or proceeding, an assignment for the benefit of creditors or a proceeding by or against the Borrower or any other Person for relief under the Bankruptcy Code or any other bankruptcy, reorganization or insolvency law or any other law relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangement, composition or extension or marshalling of assets or otherwiseInsolvency Proceeding, the Agent is Lenders are hereby irrevocably authorized at any such meeting or in any such proceeding (a) to receive or collect for the benefit of the Lenders Lenders, and there shall be paid to the Lenders, any Distributions (including, without limitation, cash or cash equivalents or other assets of the Borrower Company or such Person Subsidiary distributed, divided or applied by way of dividend or payment, or any securities issued issued, on account of any Subordinated Debt Debt, (other than the capitalization of payment-in-kind interest)), and b) to apply such cash or cash equivalents to or to hold such other assets or securities as collateral for the Senior Debt, in accordance with the terms of a separate written intercreditor agreement among the Lenders, and (c) to apply to the Senior Debt Debt, in accordance with the terms of a separate written intercreditor agreement among the Lenders, any cash or cash equivalents and the proceeds of any realization upon such other assets or securities that the Agent Lenders in its their discretion elects elect to effect, until all of the Senior Debt shall have been indefeasibly paid in full in cashfull, rendering to the Subordinating Creditor Purchasers any surplus to which the Subordinating Creditor is Purchasers are then entitled. The Subordinating Creditor irrevocably authorizesUpon (i) any acceleration of the principal amount due on any Subordinated Debt or (ii) any payment or distribution of assets of the Company or any of its Subsidiaries, empowersof any kind or character, whether in cash, property or securities, following commencement of an Insolvency Proceeding, all amounts due or to become due upon all Senior Debt shall first be paid in full, before any payment is made on account of any of the Subordinated Debt; and directs following commencement of an Insolvency Proceeding, any debtorpayment or distribution of assets of the Company or any of its Subsidiaries of any kind or character, debtor whether in possessioncash, receiver, trustee, liquidator, custodian, conservator property or other Person having authoritysecurities, to pay which the Purchasers would be entitled, except for the provisions hereof, shall be paid by the Company or otherwise deliver all any of its Subsidiaries or any other person making such Distributions payment or distribution, or by any Purchaser who receives such assets, directly to the AgentLenders to the extent necessary to result in all Senior Debt being paid in full, before any payment or distribution is made to the Purchasers.