Common use of Subordination Legend; Further Assurances Clause in Contracts

Subordination Legend; Further Assurances. Guarantor will cause each note and instrument (if any) evidencing the Subordinated Obligations to be endorsed with the following legend: "The indebtedness evidenced by this instrument is subordinated to the prior payment in full in cash of the Senior Obligations (as defined in the Reimbursement Agreement, dated as of July ___, 1999) pursuant to, and to the extent provided in, the Reimbursement Agreement by the maker hereof and payee named herein in favor of the holders of such Senior Obligations and any person now or hereafter designated as their agent." Each of Guarantor and Company hereby agrees to xxxx its books of account in such a manner as shall be effective to give proper notice of the effect of this Agreement and will, in the case of any Subordinated Obligation not evidenced by any note or instrument, following the occurrence and continuation of a Default, or Designated Event, upon the Agent's request, cause such Subordinated Obligation to be evidenced by an appropriate note or instrument or instruments endorsed with the above legend. Each of Guarantor and Company will at its expense and at any time and from time to time promptly execute and deliver all further instruments and documents and take all further action that may be necessary or that the Agent may reasonably request to protect any right or interest granted or purported to be granted hereunder or to enable holders of Senior Obligations or the Agent to exercise and enforce their rights and remedies hereunder.

Appears in 2 contracts

Samples: Reimbursement Agreement (Globenet Communications Group LTD), Reimbursement Agreement (Globenet Communications Group LTD)

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Subordination Legend; Further Assurances. Guarantor The Subordinated Creditors and the Borrower will cause each note and instrument (if any) evidencing the Subordinated Obligations Intercompany Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument is subordinated to the prior payment in cash in full in cash of the Senior Obligations Indebtedness (as defined in the Reimbursement Intercompany Subordination Agreement, dated as of July ___June 9, 1999) pursuant to, and to the extent provided in, the Reimbursement Intercompany Subordination Agreement by the maker hereof and payee named herein in favor of the holders of such Senior Obligations Lenders and any person now or hereafter designated as their agent." Each of Guarantor the Subordinated Creditors and Company the Borrower hereby agrees to xxxx mark its books of account in such a manner as shall be effective to give xx xive proper notice of the effect of this Subordination Agreement and will, in the case of any Subordinated Obligation Intercompany Debt which is not evidenced by any note or instrument, following the occurrence and subject to the continuation of a Default of the type described in Section 8.1.1 or 8.1.9 of the Amended and Restated Credit Agreement or Event of Default, or Designated Event, upon the Administrative Agent's request, cause such Subordinated Obligation Intercompany Debt to be evidenced by an appropriate note or instrument or instruments endorsed with the above legend. Each of Guarantor the Subordinated Creditors and Company the Borrower will at its expense and at any time and from time to time promptly execute and deliver all further instruments and documents and take all further action that may be necessary or that the Lenders or the Administrative Agent may reasonably request in order to protect any right or interest granted or purported to be granted hereunder or to enable holders of Senior Obligations the Lenders or the Administrative Agent to exercise and enforce their rights and remedies hereunder.

Appears in 1 contract

Samples: Security Agreement (Titan Corp)

Subordination Legend; Further Assurances. Guarantor The Subordinated Creditors and the Borrower will cause each note and instrument (if any) evidencing the Subordinated Obligations Intercompany Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument is subordinated to the prior payment in cash in full in cash of the Senior Obligations Indebtedness (as defined in the Reimbursement Intercompany Subordination Agreement, dated as of July ___April 30, 19991997) pursuant to, and to the extent provided in, the Reimbursement Intercompany Subordination Agreement by the maker hereof and payee named herein in favor of the holders of such Senior Obligations Lenders and any person now or hereafter designated as their agent." Each of Guarantor the Subordinated Creditors and Company the Borrower hereby agrees to xxxx its mark xxx books of account in such a manner as shall be effective to give proper notice of the effect of this Subordination Agreement and will, in the case of any Subordinated Obligation Intercompany Debt which is not evidenced by any note or instrument, following the occurrence and subject to the continuation of a Default of the type described in Section 8.1.1 or 8.1.9 of the Credit Agreement or Event of Default, or Designated Event, upon the Administrative Agent's request, cause such Subordinated Obligation Intercompany Debt to be evidenced by an appropriate note or instrument or instruments endorsed with the above legend. Each of Guarantor the Subordinated Creditors and Company the Borrower will at its expense and at any time and from time to time promptly execute and deliver all further instruments and documents and take all further action that may be necessary or that the Lenders or the Administrative Agent may reasonably request in order to protect any right or interest granted or purported to be granted hereunder or to enable holders of Senior Obligations the Lenders or the Administrative Agent to exercise and enforce their rights and remedies hereunder.

Appears in 1 contract

Samples: Credit Agreement (Tele Communications International Inc)

Subordination Legend; Further Assurances. Guarantor Subordinated Creditor and Debtor will cause each note and instrument (if any) evidencing the Subordinated Obligations Debt, to be endorsed with the following legendlegend and delivered to Lender: "The indebtedness evidenced by this instrument is subordinated to the prior payment in full in cash of the Senior Obligations Indebtedness (as defined in the Reimbursement Agreement, dated as of July ___, 1999Subordination Agreement hereinafter referred to) pursuant to, and to the extent provided in, the Reimbursement Subordination Agreement effective as of April 11, 2002, by the maker hereof and payee named herein in favor of JPMorgan Chase Bank or the holders holder of Senior Indebtedness referred to in such Senior Obligations and any person now or hereafter designated as their agentSubordination Agreement." Each of Guarantor Subordinated Creditor and Company hereby agrees to Debtor each will further xxxx its books of account in such a manner as shall be effective to give proper notice of the effect of this Agreement and will, in the case of any Subordinated Obligation Debt which is not evidenced by any note or an instrument, following the occurrence and continuation of a Default, or Designated Event, upon the AgentLender's reasonable request, cause such Subordinated Obligation Debt to be evidenced by an appropriate note or instrument or instruments endorsed with the above legendlegend and delivered to Lender. Each of Guarantor Subordinated Creditor and Company will Debtor each will, at its expense and at any time and from time to time time, promptly execute and deliver all further instruments and documents documents, and take all further action actions, that may be necessary or desirable, or that the Agent Lender may reasonably request request, in order to protect any right or interest granted or purported to be granted hereunder to Lender, or to enable holders of Senior Obligations or the Agent Lender to exercise and enforce their its rights and remedies hereunderremedies, under this Agreement.

Appears in 1 contract

Samples: Subordination Agreement (Worldwide Flight Services Inc)

Subordination Legend; Further Assurances. Guarantor The Subordinated Creditor and Borrower will cause each note and instrument (if any) or other contract or agreement evidencing the Subordinated Obligations Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument or contract or agreement is subordinated to the prior payment in full in cash of the "Senior Obligations Indebtedness" pursuant to (and as such term is defined in in) the Reimbursement Subordination Agreement, dated as of July ___December 22, 1999) pursuant to2000, executed by Liberty Media Corporation and to the extent provided in, the Reimbursement Agreement by the maker hereof and payee named herein Liberty Livewire Corporation in favor of the holders Senior Creditors (as defined in such Subordination Agreement), the provisions of such Senior Obligations which are incorporated herein and any person now or hereafter designated as their agent." Each by this reference made a part hereof. The Subordinated Creditor and Borrower each will further mark, and in the case of Guarantor and Company hereby agrees Borrower, cause each Subsidiary to xxxx its books mark, itx xxoks of account in such a manner as shall be effective to give xxxe proper notice of the effect of this Agreement and will, in the case of any Subordinated Obligation Debt which is not evidenced by any note instrument or instrument, following the occurrence and continuation of a Default, other contract or Designated Eventagreement, upon the Administrative Agent's request, request cause such Subordinated Obligation Debt to be evidenced by an appropriate note or instrument or instruments other contract or agreement endorsed with the above legend. Each of Guarantor The Subordinated Creditor and Company Borrower each will at its expense and at any time and from time to time promptly execute and deliver all further instruments and documents and take all further action that may be necessary or desirable or that the Administrative Agent may reasonably request in order to protect any right or interest granted or purported to be granted hereunder hereby or to enable holders of the Administrative Agent or any other Senior Obligations or the Agent Creditor to exercise and enforce their its rights and remedies hereunder.

Appears in 1 contract

Samples: Subordination Agreement (Liberty Livewire Corp)

Subordination Legend; Further Assurances. Guarantor The Subordinated Creditors and the Borrower will cause each note and instrument (if any) evidencing the Subordinated Obligations Intercompany Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument is subordinated to the prior payment in cash in full in cash of the Senior Obligations Indebtedness (as defined in the Reimbursement Intercompany Subordination Agreement, dated as of July ___February 23, 19992000) pursuant to, and to the extent provided in, the Reimbursement Intercompany Subordination Agreement by the maker hereof and payee named herein in favor of the holders of such Senior Obligations Lenders and any person now or hereafter designated as their agent." Each of Guarantor the Subordinated Creditors and Company the Borrower hereby agrees to xxxx mark its books of account in such a manner as shall be effective to give proper notice of the effect of this Subordination Agreement and willwixx, in the case of any Subordinated Obligation Intercompany Debt which is not evidenced by any note or instrument, following the occurrence and subject to the continuation of a Default, or Designated Event, upon the Administrative Agent's ’s request, cause such Subordinated Obligation Intercompany Debt to be evidenced by an appropriate note or instrument or instruments endorsed with the above legend. Each of Guarantor the Subordinated Creditors and Company the Borrower will at its expense and at any time and from time to time promptly execute and deliver all further instruments and documents and take all further action that may be necessary or that the Lenders or the Administrative Agent may reasonably request in order to protect any right or interest granted or purported to be granted hereunder or to enable holders of Senior Obligations the Lenders or the Administrative Agent to exercise and enforce their rights and remedies hereunder.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Titan Corp)

Subordination Legend; Further Assurances. Guarantor The Subordinated Creditors and the Borrower will cause each note and instrument (if any) evidencing the Subordinated Obligations Intercompany Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument is subordinated to the prior payment in cash in full in cash of the Senior Obligations Indebtedness (as defined in the Reimbursement Intercompany Subordination Agreement, dated as of July ___February 23, 19992000) pursuant to, and to the extent provided in, the Reimbursement Intercompany Subordination Agreement by the maker hereof and payee named herein in favor of the holders of such Senior Obligations Lenders and any person now or hereafter designated as their agent." Each of Guarantor the Subordinated Creditors and Company the Borrower hereby agrees to xxxx its books of account in such a manner as shall be effective to give proper notice of the effect of this Subordination Agreement and will, in the case of any Subordinated Obligation Intercompany Debt which is not evidenced by any note or instrument, following the occurrence and subject to the continuation of a Default, or Designated Event, upon the Administrative Agent's request, cause such Subordinated Obligation Intercompany Debt to be evidenced by an appropriate note or instrument or instruments endorsed with the above legend. Each of Guarantor the Subordinated Creditors and Company the Borrower will at its expense and at any time and from time to time promptly execute and deliver all further instruments and documents and take all further action that may be necessary or that the Lenders or the Administrative Agent may reasonably request in order to protect any right or interest granted or purported to be granted hereunder or to enable holders of Senior Obligations the Lenders or the Administrative Agent to exercise and enforce their rights and remedies hereunder.

Appears in 1 contract

Samples: Credit Agreement (Titan Corp)

Subordination Legend; Further Assurances. Guarantor The Member and the Borrower will cause each note and instrument (or other contract or agreement, if any) , evidencing the Subordinated Obligations Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument or contract or agreement is subordinated to the prior payment in full in cash of the Senior Obligations (as defined in the Reimbursement Agreement, dated as of July ___, 1999Member Debt Subordination Agreement hereinafter referred to) pursuant to, and to the extent provided in, the Reimbursement Agreement Member Debt Subordination Agreement, dated as of ____________ by and among the maker hereof Borrower and payee named herein the Member (as defined in such Member Debt Subordination Agreement) in favor of the holders Lenders (as defined in such Member Debt Subordination Agreement), the provisions of such Senior Obligations which are incorporated herein and any person now or hereafter designated as their agent." Each by this reference made a part hereof. The Member and the Borrower each will further mark, xxd in the case of Guarantor and Company hereby agrees the Borrower, cause each Restricted Subsidiary to xxxx its mark, xxs books of account in such a manner as shall be effective to give proper notice of the effect of this Agreement and will, in the case of any Subordinated Obligation Debt which is not evidenced by any note instrument or instrument, following the occurrence and continuation of a Default, other contract or Designated Eventagreement, upon the Administrative Agent's request, request cause such Subordinated Obligation Debt to be evidenced by an appropriate note or instrument or instruments other contract or agreement endorsed with the above legend. Each of Guarantor The Member and Company the Borrower each will at its expense and at any time and from time to time promptly execute and deliver all further instruments and documents and take all further action that may be necessary or desirable or that the Administrative Agent may reasonably request in order to protect any right or interest granted or purported to be granted hereunder hereby, during the continuance of an Event of Default, or to enable holders of Senior Obligations or the Administrative Agent to exercise and enforce their its rights and remedies hereunder.

Appears in 1 contract

Samples: Pledge Agreement (Bresnan Capital Corp)

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Subordination Legend; Further Assurances. Guarantor The Subordinated Creditor and the Borrower will cause each note and instrument (if any) evidencing the Subordinated Obligations Debt to be endorsed with the following legend: "The indebtedness THE DEBT EVIDENCED BY THIS INSTRUMENT IS SUBORDINATED PURSUANT TO, AND TO THE EXTENT PROVIDED IN, THE INTERCOMPANY SUBORDINATION AGREEMENT DATED MARCH 31, 1997 BY THE MAKER HEREOF AND PAYEE NAMED HEREIN IN FAVOR OF THE ADMINISTRATIVE AGENT AND THE OTHER SENIOR CREDITORS REFERRED TO THEREIN." If any of the Subordinated Debt is not evidenced by this instrument is subordinated to the prior payment in full in cash of the Senior Obligations (as defined in the Reimbursement Agreement, dated as of July ___, 1999) pursuant to, and to the extent provided inan instrument, the Reimbursement Agreement by Subordinated Creditor and the maker hereof and payee named herein in favor of the holders of such Senior Obligations and any person now or hereafter designated as their agent." Each of Guarantor and Company hereby agrees to xxxx its Borrower each will mark xxx books of account in such a manner as shall be effective to give proper notice of the effect of this Agreement and will, in the case of any Subordinated Obligation Debt which is not evidenced by any note or instrument, following the occurrence and continuation of a Default, or Designated Event, upon the Administrative Agent's request, promptly cause such Subordinated Obligation Debt to be evidenced by an appropriate note or instrument or instruments endorsed with the above legendlegend set forth above. Each of Guarantor The Subordinated Creditor and Company will the Borrower each will, at its expense and at any time and from time to time time, promptly execute and deliver all further instruments and documents documents, and take all further action action, that may be necessary or desirable, or that the Administrative Agent may reasonably request request, in order to protect any right or interest granted or purported to be granted hereunder under this Agreement or to enable holders the Administrative Agent or any of the other Senior Obligations or the Agent Creditors to exercise and enforce their its rights and remedies hereunder.

Appears in 1 contract

Samples: Credit Agreement (General Nutrition Companies Inc)

Subordination Legend; Further Assurances. Guarantor The Subordinated Creditor and the Borrower will cause each note and instrument (instrument, if any) , evidencing the Subordinated Obligations Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument is subordinated to the prior payment in full in cash of the Senior Obligations Debt (as defined in the Reimbursement Agreement, dated as of July ___, 1999Subordination Agreement referred to below) pursuant to, and to the extent provided in, the Reimbursement Subordination Agreement dated Subordination Agreement February , 1996 by the maker hereof and payee xxxxx named herein in favor of the holders of such Senior Obligations and any person now or hereafter designated The Chase Manhattan Bank (National Association), as their agentAgent." Each of Guarantor The Subordinated Creditor and Company hereby agrees to xxxx the Borrower each will further mark its books of account in such a manner as shall be effective to give proper notice of the effect of this Agreement Agreement. So long as the Subordinated Creditor holds the Subordinated Debt, the Subordinated Creditor and the Borrower each will, in at the case expense of any Subordinated Obligation not evidenced by any note or instrumentthe Borrower, following the occurrence and continuation of a Default, or Designated Event, upon the Agent's request, cause such Subordinated Obligation to be evidenced by an appropriate note or instrument or instruments endorsed with the above legend. Each of Guarantor and Company will at its expense and at any time and from time to time time, promptly execute and deliver all further instruments and documents documents, and take all further action action, that may be necessary or desirable, or that the Agent may reasonably request request, in order to protect any right or interest granted or purported to be granted hereunder hereby or to enable holders of Senior Obligations or the Agent to exercise and enforce their its rights and remedies hereunder.

Appears in 1 contract

Samples: Credit Agreement (Iusacell Group S a De C V)

Subordination Legend; Further Assurances. Guarantor The Subordinated Creditor and the Borrower will cause each note and instrument (if any) evidencing the Subordinated Obligations Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument is subordinated to the prior payment in full in cash of the Senior Obligations (as defined in the Reimbursement Agreement, dated as of July ___, 1999Subordinated Agreement hereinafter referred to) pursuant to, and to the extent provided in, the Reimbursement Subordination Agreement dated , 200 by the maker hereof and payee named herein in favor of Jefferies Finance LLC, as Administrative Agent.” The Subordinated Creditor and the holders of such Senior Obligations and any person now or hereafter designated as their agent." Each of Guarantor and Company hereby agrees to Borrower each will further xxxx its books of account in such a manner as shall be effective to give proper notice of the effect of this Agreement and will, in the case of any Subordinated Obligation Debt which is not evidenced by any note or instrument, following the occurrence and continuation of a Default, or Designated Event, upon the Administrative Agent's request, ’s request cause such Subordinated Obligation Debt to be evidenced by an appropriate note or instrument or instruments endorsed with the above legend. Each of Guarantor The Subordinated Creditor and Company will the Borrower each will, at its expense and at any time and from time to time time, promptly execute and deliver all further instruments and documents documents, and take all further action action, that may be necessary or desirable, or that the Administrative Agent may reasonably request request, in order to protect any right or interest granted or purported to be granted hereunder hereby or to enable holders of Senior Obligations or the Administrative Agent to exercise and enforce their its rights and remedies hereunder.

Appears in 1 contract

Samples: Revolving Credit Agreement (Mips Technologies Inc)

Subordination Legend; Further Assurances. Guarantor The Subordinated Creditor and the Borrower will cause each note and instrument (if any) evidencing the Subordinated Obligations Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument is subordinated to the prior payment in full in cash of the Senior Obligations (as defined in the Reimbursement Agreement, dated as of July ___, 1999Subordination Agreement hereinafter referred to) pursuant to, and to the extent provided in, the Reimbursement Subordination Agreement dated October 31, 1996 by the maker hereof and payee named herein in favor of the holders of such Senior Obligations Toronto Dominion (Texas), Inc., as administrative agent and any person now or hereafter designated as their agentits successors and assigns." Each of Guarantor The Subordinated Creditor and Company hereby agrees to xxxx the Borrower each will further mark its books of account in such a manner as shall be effective to give xx xive proper notice of the effect of this Agreement and will, in the case of any Subordinated Obligation Debt which is not evidenced by any note or instrument, following the occurrence and continuation of a Default, or Designated Event, upon the Administrative Agent's request, request cause such Subordinated Obligation Debt to be evidenced by an appropriate note or instrument or instruments endorsed with the above legend. Each of Guarantor The Subordinated General Communication, Inc. - Form 8-K Page 414 Creditor and Company will the Borrower each will, at its expense and at any time and from time to time time, promptly execute and deliver all further instruments and documents documents, and take all further action action, that may be necessary or desirable, or that the Administrative Agent may reasonably request request, in order to protect any right or interest granted or purported to be granted hereunder hereby or to enable holders the Administrative Agent, for itself and for the ratable benefit of Senior Obligations or the Agent Banks, to exercise and enforce their its rights and remedies hereunder.

Appears in 1 contract

Samples: Pledge Agreement (General Communication Inc)

Subordination Legend; Further Assurances. Guarantor The Subordinated Creditors and the Borrower will cause each note and instrument (if any) evidencing the Subordinated Obligations Intercompany Debt to be endorsed with the following legend: "The indebtedness evidenced by this instrument is subordinated to the prior payment in cash in full in cash of the Senior Obligations Indebtedness (as defined in the Reimbursement Intercompany Subordination Agreement, dated as of July ___[ ], 19991998) pursuant to, and to the extent provided in, the Reimbursement Intercompany Subordination Agreement by the maker hereof and payee named herein in favor of the holders of such Senior Obligations Lenders and any person now or hereafter designated as their agent." Each of Guarantor the Subordinated Creditors and Company the Borrower hereby agrees to xxxx its books of account in such a manner as shall be effective to give proper notice of the effect of this Subordination Agreement and will, in the case of any Subordinated Obligation Intercompany Debt which is not evidenced by any note or instrument, following the occurrence and subject to the continuation of a Default of the type described in Section 8.1.1 or 8.1.9 of the Credit Agreement or Event of Default, or Designated Event, upon the Administrative Agent's request, cause such Subordinated Obligation Intercompany Debt to be evidenced by an appropriate note or instrument or instruments endorsed with the above legend. Each of Guarantor the Subordinated Creditors and Company the Borrower will at its expense and at any time and from time to time promptly execute and deliver all further instruments and documents and take all further action that may be necessary or that the Lenders or the Administrative Agent may reasonably request in order to protect any right or interest granted or purported to be granted hereunder or to enable holders of Senior Obligations the Lenders or the Administrative Agent to exercise and enforce their rights and remedies hereunder.

Appears in 1 contract

Samples: Credit Agreement (Titan Corp)

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