Seniority of This Note Sample Clauses

Seniority of This Note. Except with respect to only those secured creditors who have duly filed a UCC-1 Financing Statement prior to the Issue Date, this Note shall rank senior to any and all indebtedness, promissory notes, loans, and debentures the Borrower has incurred prior to, including, and subsequent to the Issue Date, unless the Borrower receives the prior written consent of the Holder (which may be withheld for any reason whatsoever) to otherwise incur any such indebtedness senior to or on parity with this Note. The Borrower agrees that the Holder shall have no obligation to review or consent to any proposed indebtedness that would be senior to this Note unless and until such time as the Borrower has advanced the estimated costs and expenses, including attorneys’ fees, for the Holder to review the proposed new indebtedness. Each person taking or holding this Note accepts and agrees to be bound by the provisions of this Section 4.1. a. Notwithstanding the provisions of this Section 4.1, the Holder hereby consents to the Borrower entering into a secured loan on substantially the same terms as the Borrower has with its current secured lender, (Xxxxxx Town Associates S.A.), if the proceeds of the loan are used to pay Xxxxxx Town Associates S.A. in full and the lender is only one of the following direct parties (and not for the benefit of or as the nominee of a third-party): i. Hanwha Group of South Korea; ii. UP Scientech Materials Corp. of Taiwan iii. a recognized United States institutional investor that is registered with the U.S. Securities and Exchange Commission and has more than Five Hundred Million U.S. Dollars (US$500,000,000 million) under management; or
Sample 1
AutoNDA by SimpleDocs
Seniority of This Note 
Sample 1

Related to Seniority of This Note

  • Validity of this Agreement It shall not (i) permit the validity or effectiveness of this Agreement or any grant of Collateral hereunder to be impaired, or permit the Lien of this Agreement to be amended, hypothecated, subordinated, terminated or discharged, or permit any Person to be released from any covenant or obligation with respect to this Agreement and (ii) except as permitted by this Agreement, take any action that would permit the Lien of this Agreement not to constitute a valid first-priority perfected security interest (subject to Permitted Liens) in the Collateral.

  • TERMINATION OF THIS SECURITY AGREEMENT Subject to Section 10 hereof, this Security Agreement shall terminate upon the Termination Date.

  • Applicability of this Agreement The provisions of this Agreement shall apply to future investments made by investors of one Contracting Party in the territory of the other Contracting Party, and also to the investments existing in accordance with the laws of the Contracting Parties on the date this Agreement came into force. However, the provisions of this Agreement shall not apply to claims arising out of events which occurred, or to claims which had been settled, prior to its entry into force.

  • Benefits of this Agreement Nothing in this Agreement shall be construed to give to any Person other than the Company, the Rights Agent and the registered holders of the Rights Certificates (and, prior to the Distribution Date, registered holders of the Common Stock) any legal or equitable right, remedy or claim under this Agreement; but this Agreement shall be for the sole and exclusive benefit of the Company, the Rights Agent and the registered holders of the Rights Certificates (and, prior to the Distribution Date, registered holders of the Common Stock).

  • Enforcement of this Agreement The parties agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement and to enforce specifically the terms and provisions hereof in any court of the United States or any state having jurisdiction, this being in addition to any other remedy to which they are entitled at law or in equity.

  • Duration of this Agreement The Term of this Agreement shall be as specified in Schedule A hereto.

  • Examination of this Agreement A copy of this Agreement shall be available at all reasonable times at the office of the Right Agent in the Borough of Manhattan, City and State of New York, for inspection by the registered holder of any Right. The Right Agent may require any such holder to submit his, her or its Right for inspection by it.

  • Term of this Agreement The term of this Agreement shall continue in effect, unless earlier terminated by either party hereto as provided hereunder, for a period of two years. Thereafter, unless otherwise terminated as provided herein, this Agreement shall be renewed automatically for successive one-year periods. This Agreement may be terminated without penalty: (i) by provision of sixty (60) days' written notice; (ii) by mutual agreement of the parties; or (iii) for "cause" (as defined herein) upon the provision of thirty (30) days' advance written notice by the party alleging cause.

  • Amendment of this Agreement No provision of this Agreement may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against whom enforcement of the change, waiver, discharge or termination is sought, and no amendment of this Agreement shall be effective until approved in a manner consistent with the 1940 Act and rules and regulations thereunder and any applicable SEC exemptive order therefrom.

  • Amendments of this Agreement This Agreement may be amended by the parties only if such amendment is specifically approved by (i) the Directors/Trustees of a Fund, or by the vote of a majority of outstanding voting securities of a Fund, and (ii) a majority of those Directors/Trustees of a Fund who are not parties to this Agreement or interested persons of any such party and who have no direct or indirect financial interest in this Agreement or in any Agreement related to the Fund's Rule 12b-1 Plan, cast in person at a meeting called for the purpose of voting on such approval.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!