Subordinated Debt Voting Rights. At any such meeting of creditors or in the event of any such case or proceeding, the Subordinating Lender shall retain the right to vote and otherwise act with respect to the Subordinated Debt (including, without limitation, the right to vote to accept or reject any plan of partial or complete liquidation, reorganization, arrangement, composition or extension), provided that the Subordinating Lender shall not vote with respect to any such plan or take any other action in any way so as to contest (i) the validity of any Senior Debt or any collateral therefor or guaranties thereof, (ii) the relative rights and duties of any holders of any Senior Debt established in any instruments or agreements creating or evidencing any of the Senior Debt with respect to any of such collateral or guaranties or (iii) the Subordinating Lender’s obligations and agreements set forth in this Agreement.
Subordinated Debt Voting Rights. At any such meeting of creditors or in the event of any such case or proceeding, EBW shall retain the right to vote and otherwise act with respect to the Subordinated Debt (including, without limitation, the right to vote to accept or reject any plan of partial or complete liquidation, reorganization, arrangement, composition or extension), provided that EBW shall not vote with respect to any such plan or take any other action in any way so as to contest (i) the validity of any Senior Debt or any collateral therefor or guaranties thereof, (ii) the relative rights and duties of any holders of any Senior Debt established in any instruments or agreements creating or evidencing any of the Senior Debt with respect to any of such collateral or guaranties or (iii) any of EBW’s obligations and agreements set forth in this Agreement.
Subordinated Debt Voting Rights. At any such meeting of creditors or in the event of any such case or proceeding, the Collateral Agent and the Subordinating Creditors shall retain the right to vote and otherwise act with respect to the Subordinated Debt and Trustee Claims (including, without limitation, the right to vote to accept or reject any plan of partial or complete liquidation, reorganization, arrangement, composition or extension), provided that neither the Collateral Agent nor any of the Subordinating Creditors shall vote with respect to any such plan or take any other action in any way so as to contest (i) the validity of any Senior Debt or any collateral therefor or guaranties thereof, (ii) the relative rights and duties of any holders of any Senior Debt established in any instruments or agreements creating or evidencing any of the Senior Debt with respect to any of such collateral or guaranties or (iii) the Collateral Agent’s and Subordinating Creditors’ obligations and agreements set forth in this Agreement.
Subordinated Debt Voting Rights. At any such meeting of creditors or in the event of any such case or proceeding (including any Insolvency Proceeding by or against any Loan Party), the Subordinated Lender shall retain the right to vote and otherwise act with respect to the Subordinated Debt (including, without limitation, the right to vote to accept or reject any plan of partial or complete liquidation, reorganization, arrangement, composition or extension or any proposal), provided that the Subordinated Lender shall not vote its claims with respect to the Subordinated Debt with respect to any such plan or proposal or take any other action in any way (A) so as to contest (i) the validity of any Senior Debt or any Collateral therefor or guaranties thereof, (ii) the relative rights and duties of any holders of any Senior Debt established in any instruments or agreements creating or evidencing any of the Senior Debt with respect to any of such collateral or guaranties or (iii) the Subordinated Lender’s obligations and agreements set forth in this Agreement; or (B) which does not provide for payment in full of the Senior Debt on the effective date of such plan or proposal.
Subordinated Debt Voting Rights. At any such meeting of creditors or in the event of any such case or proceeding (including any Insolvency Proceeding by or against any Obligor), each Junior Creditor shall retain the right to vote and otherwise act with respect to the Subordinated Debt (including, without limitation, the right to vote to accept or reject any plan of partial or complete liquidation, reorganization, arrangement, composition or extension), provided that no Junior Creditor shall vote with respect to any such plan or take any other action in any way so as to contest (i) the validity of any Senior Debt or any Collateral therefor or guaranties thereof, (ii) the relative rights and duties of any holders of any Senior Debt established in any instruments or agreements creating or evidencing any of the Senior Debt with respect to any of such collateral or guaranties or (iii) each Junior Creditor’s obligations and agreements set forth in this Agreement. Notwithstanding anything to the contrary contained herein, no Junior Creditor shall, without the prior written consent of each Senior Agent (which consent may be given in each Senior Agent’s sole and absolute discretion), vote in support of any plan of reorganization in any such proceeding that does not provide for the Full Payment of the Senior Debt upon the confirmation of such plan of reorganization.
Subordinated Debt Voting Rights. (i) The Subordinated Debtholders shall retain the exclusive right to vote and (subject to the other provisions hereof) otherwise act with respect to the Subordinated Debt (including, without limitation, the right to vote to accept or reject any plan of partial or complete liquidation, reorganization, arrangement, composition or extension), whether at any meeting of creditors or in the event of any Insolvency Proceeding.
(ii) If any Subordinated Debtholder shall not file a claim or proof of debt as shall be necessary in order to have the claims of such Subordinated Debtholder allowed in any Insolvency Proceeding by or against any Obligor, or its respective property, in the form required in any such proceeding, at least 10 days prior to the last day fixed by statute, court rule or court order for the expiration of the period for filing of such claim or proof of debt, then the Agent is hereby irrevocably authorized and shall have the right (but not the obligation) to file an appropriate claim or proof of debt in such proceeding for and on behalf of such Subordinated Debtholder, provided that (A) the Agent shall have no obligation to file any such claim, (B) the Agent shall promptly notify such Subordinated Debtholder that it has filed such claim or proof and shall provide a copy thereof to such Subordinated Debtholder and (C) such Subordinated Debtholder shall retain the right to correct any material error contained in such proof of claim by amendment or otherwise.
Subordinated Debt Voting Rights. At any meeting of creditors of the Company 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 Company or the proceeds thereof, whether such case or proceeding be for the liquidation, dissolution or winding up of the Company 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 Company for relief under the federal Bankruptcy Code or any other Bankruptcy Law, the Holders of the Subordinated Indebtedness shall retain the right to vote and otherwise act with respect to the Subordinated Indebtedness (including, without limitation, the right to vote to accept or reject any plan of partial or complete liquidation, reorganization, arrangement, composition or extension), provided that the Holders of the Subordinated Indebtedness shall not vote with respect to any such plan or take any other action in any way so as to contest (i) the validity of any Senior Indebtedness or any collateral therefor or guaranties thereof, (ii) the relative rights and duties of any holders of any Senior Indebtedness established in any instruments or agreements creating or evidencing any of the Senior Indebtedness with respect to any of such collateral or guaranties or (iii) the obligations and agreements of the Holders of the Subordinated Indebtedness set forth in this Debenture. If the Holders of the Subordinated Indebtedness fail to file proof of their claims prior to 14 days before the expiration of the time period during which such claims must be submitted, the Senior Agent or any designated agent for the holders of the Senior Indebtedness shall be authorized and entitled to file a proof of claim on behalf of such Holders of Subordinated Indebtedness.
Subordinated Debt Voting Rights. At any meeting of creditors of the Borrower or any Guarantor 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 Guarantor or the proceeds thereof, whether such case or proceeding be for the liquidation, dissolution or winding up of the Borrower, any Guarantor or such Person's 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 Guarantor 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 Lenders hereby assign and grant their right to vote and otherwise act with respect to the Obligations to the Representative of the Credit Facilities Lenders (including, without limitation, the right to vote to accept or reject any plan of partial or complete liquidation, reorganization, arrangement, composition or extension); provided that if such Representative in its sole discretion at any time permits the Lenders to vote and otherwise act in connection therewith, the Lenders shall not vote or take any other action in any way so as to contest (i) the validity of any Senior Debt or any collateral therefor or guaranties thereof, (ii) the relative rights and duties of any holders of any Senior Debt established in any instruments or agreements creating or evidencing any of the Senior Debt with respect to any of such collateral or guaranties or (iii) the Lenders' obligations and agreements set forth in this Agreement.
Subordinated Debt Voting Rights. 18 Section 5.15. Freedom of Dealing............................................................ 18 Section 5.16. Amendments.................................................................... 18
Subordinated Debt Voting Rights. At any such meeting of creditors or in the event of any such case or proceeding, in each case as referred to in Section 6.1(a), the holders of Subordinated Debt shall retain the right to vote and otherwise act with respect to the Subordinated Debt (including, without limitation, the right to vote to accept or reject any plan of partial or complete liquidation, reorganization, arrangement, composition or extension); provided, however, if any holder of Subordinated Debt fails to file any claim or proof of claim necessary to enforce the obligations of the Obligors in respect of the Subordinated Debt at least fifteen days before the time to file such claim or proof of claim has expired, then the holders of Senior Debt (or their representatives) may as attorney-in-fact for such holder of Subordinated Debt file such claim or proof of claim; and provided further that the Subordinating Creditor shall not vote with respect to any such plan or take any action in any way so as to contest (i) the validity, perfection, priority or enforceability of any Senior Debt or any liens on and securing interests in any collateral therefor or guaranties thereof, (ii) the rights and remedies of any holder of any Senior Debt established in any instruments or agreements creating or evidencing any of the Senior Debt, or (iii) the Subordinating Creditor's obligations and agreements set forth in this Agreement.
