Common use of Postponement and Subordination of Claims Clause in Contracts

Postponement and Subordination of Claims. If and for so long as an Event of Default has occurred and is continuing, each Guarantor agrees to postpone any and all claims it may have against the Borrower to the claims of the Agent and the Lenders against the Borrower, and agrees to refrain from taking any action or commencing any proceeding against the Borrower or its successors or assigns, whether in connection with a bankruptcy proceeding or otherwise, to recover any amounts in respect of payments made hereunder to the Agent, although a Guarantor may take such actions as may be necessary to preserve their claims against the other Credit Parties. The Borrower agrees that, if and for so long as an Event of Default has occurred and is continuing, all indebtedness and liabilities owing by any Guarantor to the Borrower shall be subordinate and junior in right of payment to the payment in full, in cash or cash equivalents of all of the Obligations of the Borrower. In the event any payments are made by a particular Guarantor in contravention of the preceding sentences, the relevant Guarantor shall hold the amount so received in trust for the Agent and the Lenders and shall forthwith pay such amount to the Agent.

Appears in 4 contracts

Samples: Credit Agreement (Tilray Brands, Inc.), Credit Agreement (Tilray Brands, Inc.), Credit Agreement (Tilray, Inc.)

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Postponement and Subordination of Claims. If and for so long as an Event of Default has occurred and is continuing, each Guarantor Borrower agrees to postpone any and all claims it may have against the Borrower other Borrowers or any Guarantor (collectively, the “Debtors”) to the claims of the Agent and the Lenders Finance Parties against the BorrowerDebtors, and agrees to refrain from taking any action or commencing any proceeding against the Borrower Debtors or its their respective successors or assigns, whether in connection with a bankruptcy proceeding or otherwise, to recover any amounts in respect of payments made hereunder to the Agent, although a Guarantor the Borrowers may take such actions as may be necessary to preserve their claims against the other Credit PartiesDebtors. The Each Borrower agrees that, if and for so long as an Event of Default has occurred and is continuing, all indebtedness and liabilities owing by any Guarantor Debtor to the such Borrower shall be subordinate and junior in right of payment to the payment in full, in cash or cash equivalents of all of the Secured Obligations of the BorrowerBorrowers. In the event any payments are made by a particular Guarantor Debtor in contravention of the preceding sentences, the relevant Guarantor Borrower shall hold the amount so received in trust for the Agent and the Lenders Finance Parties and shall forthwith pay such amount to the Agent.

Appears in 1 contract

Samples: Credit Agreement (Vitran Corp Inc)

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Postponement and Subordination of Claims. If and for so long as an Event of Default has occurred and is continuing, each Guarantor Borrower agrees to postpone any and all claims it may have against the Borrower other Borrowers or any Guarantor (collectively, the "DEBTORS") to the claims of the Agent and the Lenders Finance Parties against the BorrowerDebtors, and agrees to refrain from taking any action or commencing any proceeding against the Borrower Debtors or its their respective successors or assigns, whether in connection with a bankruptcy proceeding or otherwise, to recover any amounts in respect of payments made hereunder to the Agent, although a Guarantor the Borrowers may take such actions as may be necessary to preserve their claims against the other Credit PartiesDebtors. The Each Borrower agrees that, if and for so long as an Event of Default has occurred and is continuing, all indebtedness and liabilities owing by any Guarantor Debtor to the such Borrower shall be subordinate and junior in right of payment to the payment in full, in cash or cash equivalents of all of the Secured Obligations of the BorrowerBorrowers. In the event any payments are made by a particular Guarantor Debtor in contravention of the preceding sentences, the relevant Guarantor Borrower shall hold the amount so received in trust for the Agent and the Lenders Finance Parties and shall forthwith pay such amount to the Agent.

Appears in 1 contract

Samples: Credit Agreement (Vitran Corp Inc)

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