Common use of PRIORITY; SUBORDINATION Clause in Contracts

PRIORITY; SUBORDINATION. (a) NO PAYMENT IF DEFAULT ON SENIOR INDEBTEDNESS. No payment of principal of, premium, if any, or interest on this Note or on account of any purchase or redemption or other acquisition of the Note, whether at maturity or otherwise, shall be made upon, or accepted with respect to, this Note, and the Holder shall not initiate any action to accelerate the maturity of the Note or exercise any remedy to seek collection if at the time of such payment the Holder has received written notice from the Company or a holder of Senior Debt (as defined below) that there exists or, after giving effect to such payment, there would exist any default in respect of any Senior Debt or under any agreement pursuant to which such Senior Debt was issued (a "Default"); PROVIDED, HOWEVER, that the foregoing restriction shall cease to apply with respect to a Default upon the earliest to occur of (i) the commencement by any holder of Senior Debt of the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default, or (ii) at the expiration of 180 days after the date of such notice if no holder of Senior Debt shall have commenced the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default. Upon the maturity of any Senior Debt by lapse of time, acceleration or otherwise, all principal or, premium, if any, interest and other amounts due or to become due on all such Senior Debt shall first be paid in full in cash, cash equivalents or in any other manner acceptable to the holders of Senior Debt (hereinafter, "Payment in Full" or "Paid in Full"), or such payment shall have been provided for to the satisfaction of the holders of Senior Debt before any payment on account of principal of, premium, if any, interest or any other amounts shall be made upon this Note.

PRIORITY; SUBORDINATION. (a) NO PAYMENT IF DEFAULT ON SENIOR INDEBTEDNESS. No payment of principal of, premium, if any, or interest on this Note Debenture or on account of any purchase or redemption or other acquisition of the NoteDebenture, whether at maturity or otherwise, shall be made upon, or accepted with respect to, this NoteDebenture, and the Holder shall not initiate any action to accelerate the maturity of the Note Debenture or exercise any remedy to seek collection if at the time of such payment the Holder has received written notice from the Company or a holder of Senior Debt (as defined below) that there exists or, after giving effect to such payment, there would exist any default in respect of any Senior Debt or under any agreement pursuant to which such Senior Debt was issued (a "DefaultDEFAULT"); PROVIDED, HOWEVER, that the foregoing restriction shall cease to apply with respect to a Default upon the earliest to occur of (i) the commencement by any holder of Senior Debt of the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default, or (ii) at the expiration of 180 days after the date of such notice if no holder of Senior Debt shall have commenced the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default. Upon the maturity of any Senior Debt by lapse of time, acceleration or otherwise, all principal orof, premium, if any, interest and other amounts due or to become due on all such Senior Debt shall first be paid in full in cash, cash equivalents or in any other manner acceptable to the holders of Senior Debt (hereinafter, "Payment in FullPAYMENT IN FULL" or "Paid in FullPAID IN FULL"), or such payment shall have been provided for to the satisfaction of the holders of Senior Debt Debt, before any payment on account of principal of, premium, if any, interest or any other amounts shall be made upon this NoteDebenture. This Debenture shall rank in priority as to payments of interest, principal, dividends and penalties (if any), upon the occurrence of a Liquidation Event (as defined below) or otherwise, senior to all capital stock of the Company and pari passu with any security or debt instrument which by its terms ranks pari passu with this Debenture.