Payments to Creditor. Borrower will not make and Creditor will not accept, at any time while any Superior Indebtedness is owing to Lender, (A) any payment upon any Subordinated Indebtedness, (B) any advance, transfer, or assignment of assets to Creditor in any form whatsoever that would reduce at any time or in any way the amount of Subordinated Indebtedness, or (C) any transfer of any assets as security for the Subordinated Indebtedness, except upon Lender’s prior written consent. In the event of any distribution, division, or application, whether partial or complete, voluntary or involuntary, by operation of law or otherwise, of all or any part of Borrower’s assets, or the proceeds of Borrower’s assets, in whatever form, to creditors of Borrower or upon any indebtedness of Borrower, whether by reason of the liquidation, dissolution or other winding-up of Borrower, or by reason of any execution sale, receivership, insolvency, or bankruptcy proceeding, assignment for the benefit of creditors, proceedings for reorganization, or readjustment of Borrower or Borrower’s properties, then and in such event, (A) the Superior Indebtedness shall be paid in full before any payment is made upon the Subordinated Indebtedness, and (B) all payments and distributions, of any kind or character and whether in cash, property, or securities, which shall be payable or deliverable upon or in respect of the Subordinated Indebtedness shall be paid or delivered directly to Lender for application in payment of the amounts then due on the Superior Indebtedness until the Superior Indebtedness shall have been paid in full. In order that Lender may establish its right to prove claims and recover for its own account dividends based on the Subordinated Indebtedness, Creditor does hereby assign all its right, title, and interest in such claims to Lender. Creditor further agrees to supply such information and evidence, provide access to and copies of such of Creditor’s records as may pertain to the Subordinated Indebtedness, and execute such instruments as may be required by Lender to enable Lender to enforce all such claims and collect all dividends, payments, or other disbursements which may be made on account of the Subordinated Indebtedness. For such purposes, Creditor hereby irrevocably authorizes Lender in its discretion to make and present for or on behalf of Creditor such proofs of claims on account of the Subordinated Indebtedness as Lender may deem expedient and proper and to vote such claims in any s...
Payments to Creditor. Notwithstanding any other provision of this Agreement, the Borrower shall be entitled to pay and the Creditor shall be entitled to receive, so long as no Event of Default has occurred under the Loan Documents or would result from such payment, only all scheduled payments of interest (at the current rate set forth in the Creditor Documents) under the Subordinated Debt, and only when due. No payments of principal on the Subordinated Debt or default interest thereon or costs and expenses shall be permitted or made without the Bank's prior written consent. After the occurrence of an Event of Default under the Loan Documents and receipt by the Creditor of written notice thereof from the Bank to the Creditor, the Borrower shall not make, and the Creditor shall not receive, any direct or indirect payments of principal, interest, fees or expenses under the Subordinated Debt.
Payments to Creditor. Notwithstanding any other provision of this Agreement, the Borrower shall be entitled to pay and the Creditor shall be entitled to receive, all scheduled payments of principal and interest (at the current rate set forth in the Creditor Documents) under the Subordinated Debt, and only when due, so long as (a) no Event of Default has occurred under the Loan Documents or would result from such payment, (b) the Borrower has a Fixed Charge Coverage Ratio (as such term is defined below) of 1.25 to 1 and (c) the Borrower has Excess Availability (as such term is defined below), after taking into account the effect of such payment, of at least $1,000,000. For purposes of this Note, "Fixed Charge Coverage Ratio" means the ratio of (i) the Borrower's net income plus depreciation, amortization and interest expense for the
Payments to Creditor. Except as provided below, Borrower will not make and Creditor will not accept, at any time while any Superior Indebtedness is owing to Lender or Lender has a commitment with Borrower to advance any Superior Indebtedness, (a) any payment upon any Subordinated Indebtedness, (b) any advance, transfer or assignment of assets to Creditor in any form whatsoever that would reduce at any time or in any way the amount of Subordinated Indebtedness, or (c) any transfer of any assets as security for the Subordinated Indebtedness, in each case except upon Lender’s prior written consent. Notwithstanding the foregoing, Borrower may make regularly scheduled payments of interest and principal to Creditor as long as Borrower is not prohibited from doing so pursuant to Section 1.09(b) of that certain Note Purchase Agreement, dated as of October 3, 2012, between Borrower and Creditor. In the event of any distribution, division or application, whether partial or complete, voluntary or involuntary, by operation of law or otherwise, of all or any part of Borrower’s assets, or the
Payments to Creditor. Notwithstanding any other provision of this Agreement, the Borrower shall be entitled to pay and the Creditor shall be entitled to receive, so long as no Default or Event of Default has occurred under the Loan Documents or would result from such payment, any payments owed by the Borrower to the Guarantor resulting from the Guarantor's providing products or services to the Borrower in the ordinary course of the Guarantor's business, provided such arrangements are on terms at least as favorable as in an arm's length transaction. Notwithstanding any other provision of this Agreement, the Borrower shall be entitled to pay and the creditor shall be entitled to receive, so long as no Default or Event of Default has occurred under the Loan Documents or would result from such payment, and provided further that both before and after such payment there is a minimum excess availability under the Revolving Loan of $150,000 after giving effect to such payment and the payment of Accounts Payable that are in excess of ninety (90) days past due, only all scheduled payments of interest (at the current rate set forth in the Creditor Documents) and scheduled payments of principal under the Subordinated Debt, and only when due. No prepayments of principal on the Subordinated Debt or default interest thereon or costs and expenses shall be permitted or made without the Lender's prior written consent. After the occurrence of a Default or Event of Default under the Loan Documents and receipt by the Creditor of written notice thereof from the Lender to the Creditor, the Borrower shall not make, and the Creditor shall not receive, any direct or indirect payments of principal, interest, costs or expenses under the Subordinated Debt.
Payments to Creditor. Notwithstanding any other provision of this Agreement, the Debtor shall be entitled to pay and the Creditor shall be entitled to receive each of the following payments, provided that (i) no Event of Default exists under the Debtor Documents or the Loan Agreement or would result from such payment, and that neither Debtor nor Creditor shall have breached any of their representations, warranties, or covenants hereunder, (ii) Borrower would have been in compliance with the Fixed Charge Coverage Ratio requirements of Section 6.5(b) of the Loan Agreement for the quarter that ended immediately preceding such payment if all amounts paid by Borrower to Debtor since the end of such quarter had been given effect as of such quarter for purposes of calculating the Fixed Charge Coverage Ratio, and (iii) based upon Borrower's financial trends, Borrower will be in compliance with said Fixed Charge Coverage Ratio requirements for future quarters (as determined by Bank in its good faith business judgment based upon information provided by Borrower):
(a) The regularly scheduled payments of interest (at the non-default rate), in the amounts and when due in the ordinary course of business under the terms of the Subordinated Note (as in effect on the date hereof), provided that, at the time of such payments, the Borrower has "Adjusted Undrawn Availability" (as defined in the Loan Agreement) of not less than $500,000,
(b) The regularly scheduled payments of principal, in the amounts and when due in the ordinary course of business, under the terms of the Subordinated Note (as in effect on the date hereof), provided that (i) no "Seasonal Advance" (as defined in the Loan Agreement) is outstanding and (ii) at the time of such payments, the Borrower has "Undrawn Availability" (as defined in the Loan Agreement) of not less than $1,000,000, and
Payments to Creditor. Notwithstanding any other provision of -------------------- this Agreement, the Borrower shall be entitled to pay and the Creditor shall be entitled to receive, so long as no Event of Default has occurred under the Loan Documents or would result from such payment, only all scheduled payments of interest and principal (at the current rate set forth in the Creditor Documents) under the Subordinated Debt, and only when due. After the occurrence of an Event of Default under the Loan Documents and receipt by the Creditor of written notice thereof from the Lender to the Creditor, the Borrower shall not make, and the Creditor shall not receive, any direct or indirect payments of principal, interest, fees or expenses under the Subordinated Debt. Notwithstanding anything contained herein, Creditor may draw upon the Letter of Credit (subject to its terms and conditions) issued by the Lender on even date herewith to satisfy and collect in full on the obligations due under the Subordinated Debt.
Payments to Creditor. Creditor and Xxxxxxxx agree that, except as provided below, all claims of Bank shall be paid in full before any payment may be made on the Subordinated Indebtedness to Creditor, whether of principal or interest. Creditor agrees not to enforce or to apply any security now or hereafter existing or to sue upon or collect or receive payment of, and Xxxxxxxx agrees not to pay to Creditor any such claim or claims.
Payments to Creditor. Notwithstanding any other provision of this Agreement, the Borrower shall be entitled to pay and the Creditor shall be entitled to receive, prior to the date that the Creditor receives written notice from the Bank either that an Event of Default has occurred under the Loan Documents or would result from such payment, only all scheduled payments of interest (at the current rate set forth in the Creditor Documents) under the Subordinated Debt, and only when due. No payments of principal on the Subordinated Debt or default interest thereon or costs and expenses shall be permitted or made without the Bank's prior written consent. After the occurrence of an Event of Default under the Loan Documents and receipt by the Creditor of written notice thereof from the Bank to the Creditor, the Borrower shall not make, and the Creditor shall not receive, any direct or indirect payments of principal, interest, fees or expenses under the Subordinated Debt.
Payments to Creditor. Notwithstanding any other provision of this Agreement, the Borrower shall be entitled to pay and the Creditor shall be entitled to receive, so long as no Material Event of Default has
