Common use of Subordination Legend; Further Assurances Clause in Contracts

Subordination Legend; Further Assurances. The ---------------------------------------- Subordinated Creditors and the Borrower will cause each instrument evidencing Subordinated Debt to be endorsed with the following legend: "THE DEBT EVIDENCED BY THIS INSTRUMENT IS SUBORDINATED TO THE PRIOR PAYMENT IN FULL IN CASH OF ALL OF THE SENIOR OBLIGATIONS (AS DEFINED IN THE SUBORDINATION AGREEMENT HEREINAFTER REFERRED TO) PURSUANT TO, AND TO THE EXTENT PROVIDED IN, THE SUBORDINATION AGREEMENT DATED APRIL 24, 1998 BY THE MAKER HEREOF AND PAYEE NAMED HEREIN IN FAVOR OF THE SENIOR REPRESENTATIVE AND THE OTHER SENIOR CREDITORS REFERRED TO THEREIN." The Subordinated Creditors and the 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 Debt which is not evidenced by any instrument, upon the Senior Representative's request, promptly cause such Subordinated Debt to be evidenced by an appropriate instrument or instruments endorsed with the legend set forth above. The Subordinated Creditors and 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 Senior Representative may request, in order to protect any right or interest granted or purported to be granted under this Agreement or to enable the Senior Representative or any of the other Senior Creditors to exercise and enforce its rights and remedies hereunder.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Iron Age Corp)

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Subordination Legend; Further Assurances. The ---------------------------------------- Subordinated Creditors and the Borrower Credit Parties will cause each note and instrument (if any) evidencing the Intercompany Subordinated Debt to be endorsed with the following legend: "PAYMENT OF THE DEBT EVIDENCED BY PRINCIPAL OF, AND INTEREST ON, THIS INSTRUMENT NOTE IS EXPRESSLY SUBORDINATED AND SUBJECT IN RIGHT OF PAYMENT TO THE PRIOR PAYMENT IN FULL IN CASH OF ALL OF THE SENIOR OBLIGATIONS INDEBTEDNESS (AS DEFINED IN THE INTERCO SUBORDINATION AGREEMENT HEREINAFTER REFERRED TOTO BELOW) PURSUANT TO, AND TO THE EXTENT PROVIDED IN, THE INTERCO SUBORDINATION AGREEMENT DATED APRIL 24AS OF DECEMBER 23, 1998 BY 2002, AMONG THE MAKER HEREOF PAYEE, THE PAYOR, EACH OTHER OBLIGOR PARTY THERETO AND PAYEE NAMED HEREIN IN FAVOR LASALLE BUSINESS CREDIT, INC., AS FIRST LIEN COLLATERAL AGENT AND STATE STREET BANK AND TRUST COMPANY OF THE SENIOR REPRESENTATIVE AND THE OTHER SENIOR CREDITORS REFERRED TO THEREINCALIFORNIA, N.A., AS SECOND LIEN COLLATERAL TRUSTEE." The Each of the Subordinated Creditors and the Borrower each will further Credit Parties 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 Agreement. Each of the case of any Subordinated Debt which is not evidenced by any instrument, upon the Senior Representative's request, promptly cause such Subordinated Debt to be evidenced by an appropriate instrument or instruments endorsed with the legend set forth above. The Subordinated Creditors and the Borrower each will, Credit Parties 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 Senior Representative First Lien Collateral Agent (prior to the date on which a notice of termination is received by Company from the First Lien Collateral Agent pursuant to Section 23 herein) or the Second Lien Collateral Trustee (after the date on which a notice of termination is received by Company from the First Lien Collateral Agent pursuant to Section 23 herein) may request, in order reasonably request to protect any right or interest granted or purported to be granted under this Agreement hereunder or to enable the Senior Representative or any of the other Senior Creditors such Collateral Agent to exercise and enforce its rights and remedies hereunder.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Sanmina-Sci Corp)

Subordination Legend; Further Assurances. The ---------------------------------------- Subordinated Creditors Creditor and the Borrower will cause each instrument evidencing the Subordinated Debt Notes to be endorsed with include the following legend: "THE DEBT INDEBTEDNESS EVIDENCED BY THIS INSTRUMENT NOTE IS SUBORDINATED TO THE PRIOR INDEFEASIBLE PAYMENT IN FULL IN CASH OF ALL OF THE SENIOR OBLIGATIONS INDEBTEDNESS (AS DEFINED IN THE SUBORDINATION AGREEMENT HEREINAFTER REFERRED TO) PURSUANT TO, AND TO THE EXTENT PROVIDED IN, THE SUBORDINATION AGREEMENT AGREEMENT, DATED APRIL 24AS OF SEPTEMBER 30, 1998 2003, BY THE MAKER HEREOF AND PAYEE NAMED HEREIN BETWEEN ON COMMAND CORPORATION AND SUBORDINATED CREDITOR (AS DEFINED IN SUCH SUBORDINATION AGREEMENT) IN FAVOR OF THE SENIOR REPRESENTATIVE CREDITORS (AS DEFINED IN SUCH SUBORDINATION AGREEMENT), THE PROVISIONS OF WHICH ARE INCORPORATED HEREIN AND THE OTHER SENIOR CREDITORS REFERRED TO THEREIN." The BY THIS REFERENCE MADE A PART HEREOF. Subordinated Creditors Creditor and the 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 Agreement. Subordinated Creditor and will, in the case of any Subordinated Debt which is not evidenced by any instrument, upon the Senior Representative's request, promptly cause such Subordinated Debt to be evidenced by an appropriate instrument or instruments endorsed with the legend set forth above. The Subordinated Creditors and the Borrower each will, 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, that may be necessary or desirable, or action that the Senior Representative Required Lenders or Agent may request, reasonably request in order to protect any right or interest granted or purported to be granted under this Agreement hereby or to enable the Senior Representative or any of the other Senior Creditors to exercise and enforce its rights and remedies hereunder.

Appears in 1 contract

Samples: Subordination Agreement (On Command Corp)

Subordination Legend; Further Assurances. The ---------------------------------------- Subordinated Creditors ---------------------------------------- and the Borrower will cause each instrument evidencing Subordinated Debt to be endorsed with the following legend: "THE DEBT INDEBTEDNESS EVIDENCED BY THIS INSTRUMENT IS SUBORDINATED TO THE PRIOR PAYMENT IN FULL IN CASH OF ALL OF THE SENIOR OBLIGATIONS DEBT (AS DEFINED IN THE SUBORDINATION AGREEMENT HEREINAFTER REFERRED TO) PURSUANT TO, AND TO THE EXTENT PROVIDED IN, THE SUBORDINATION AGREEMENT DATED AS OF APRIL 2417, 1998 2001 BY THE MAKER HEREOF AND PAYEE NAMED HEREIN IN FAVOR OF BANKERS TRUST COMPANY, AS ADMINISTRATIVE AGENT FOR THE SENIOR REPRESENTATIVE AND LENDERS UNDER THE OTHER SENIOR CREDITORS CREDIT AGREEMENT REFERRED TO THEREININ SUCH SUBORDINATION AGREEMENT." The Subordinated Creditors and the Borrower each will further xxxx its their respective 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 Debt which is not evidenced by any instrument, upon the Senior RepresentativeAdministrative Agent's written request, promptly cause such Subordinated Debt to be evidenced by an appropriate instrument or instruments endorsed with the legend set forth aboveabove legend. The Subordinated Creditors will upon the Administrative Agent's request deliver to the Administrative Agent true and correct copies of all instruments, if any, evidencing Subordinated Debt. The Subordinated Creditors and the Borrower each will, at its their 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 that, may be necessary or desirable, or that the Senior Representative Administrative Agent may reasonably request, in order to protect any right or interest granted or purported to be granted under this Agreement hereby or to enable the Senior Representative or any of the other Senior Creditors Administrative Agent to exercise and enforce its rights and remedies hereunder.

Appears in 1 contract

Samples: Subordination Agreement (Hudson Respiratory Care Inc)

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Subordination Legend; Further Assurances. The ---------------------------------------- Each Subordinated Creditors Creditor and the Borrower each Subordinated Debtor will cause each instrument evidencing Subordinated Debt to be endorsed with the following legend: "THE DEBT EVIDENCED BY THIS INSTRUMENT IS SUBORDINATED TO THE PRIOR PAYMENT IN FULL IN CASH OF ALL OF THE SENIOR OBLIGATIONS The indebtedness evidenced by this instrument is subordinated to the prior payment in full in cash of the Total Debt, as defined in, and to the extent provided in, the Affiliate Subordination Agreement, dated as of September 28, 2001, by (AS DEFINED IN THE SUBORDINATION AGREEMENT HEREINAFTER REFERRED TO) PURSUANT TOamong others), AND TO THE EXTENT PROVIDED INthe maker hereof and payee named herein in favor of Bank of Montreal, THE SUBORDINATION AGREEMENT DATED APRIL 24as Administrative Agent for the Secured Parties (as such terms are defined in, 1998 BY THE MAKER HEREOF AND PAYEE NAMED HEREIN IN FAVOR OF THE SENIOR REPRESENTATIVE AND THE OTHER SENIOR CREDITORS REFERRED TO THEREINor by reference in, the Affiliate Subordination Agreement)." The Each Subordinated Creditors Creditor and the Borrower each Subordinated Debtor each will further xxxx mark its books of account in such a manner as shall be effective to give tx xxve proper notice of the effect of this Subordination Agreement and will, in the case of any Subordinated Debt which is not evidenced by any instrument, upon the Senior RepresentativeAdministrative Agent's request, promptly cause such Subordinated Debt to be evidenced by an appropriate instrument or instruments endorsed with the legend set forth aboveabove legend. The Each Subordinated Creditors Creditor and the Borrower each Subordinated Debtor will, at its expense and at any time and from time to time, promptly execute and deliver all further instruments and documents, documents and take all further action, action that may be reasonably necessary or desirable, or that the Senior Representative Administrative Agent may request, in order to protect any right or interest granted or purported to be granted under this Agreement hereby or to enable the Senior Representative or any of the other Senior Creditors Administrative Agent to exercise and enforce its rights and remedies hereunder. No Change in or Disposition of Subordinated Debt. No Subordinated Creditor will: sell, assign, pledge, encumber or otherwise dispose of any or any part of any Subordinated Debt to any Person or entity other than the Subordinated Debtors or any of their respective Affiliates that has executed and delivered to the Administrative Agent this Subordination Agreement; take or permit to be taken, any action to assert, collect or enforce any Subordinated Debt or any part thereof, except in accordance with this Subordination Agreement and only as to that portion of the Subordinated Debt, if any, to which the Subordinated Creditors are entitled; or permit the terms of any of the Subordinated Debt to be changed in such a manner as to have an adverse effect upon the rights or interests of any holder of Total Debt.

Appears in 1 contract

Samples: Credit Agreement (Adelphia Communications Corp)

Subordination Legend; Further Assurances. The ---------------------------------------- Each of the Subordinated Creditors and the Borrower Intercompany Debtors will (or in the case of any notes or instruments evidencing any Intercompany Subordinated Debt that exists as of the Closing Date will use commercially reasonable efforts to) cause each note and instrument evidencing any Intercompany Subordinated Debt that is Material Indebtedness to be endorsed with the following legend: "β€œTHE DEBT INDEBTEDNESS EVIDENCED BY THIS INSTRUMENT IS SUBORDINATED TO THE PRIOR PAYMENT IN FULL IN CASH OF ALL OF THE SENIOR OBLIGATIONS INDEBTEDNESS (AS DEFINED IN THE INTERCOMPANY SUBORDINATION AGREEMENT HEREINAFTER REFERRED TOAGREEMENT, DATED AS OF DECEMBER 10, 2018) PURSUANT TO, AND TO THE EXTENT PROVIDED IN, THE SUCH INTERCOMPANY SUBORDINATION AGREEMENT DATED APRIL 24, 1998 BY THE MAKER HEREOF AND PAYEE NAMED HEREIN IN FAVOR OF THE SENIOR REPRESENTATIVE DEUTSCHE BANK AG NEW YORK BRANCH, AS AGENT, AND THE OTHER SENIOR CREDITORS REFERRED TO THEREINSECURED PARTIES AND ANY PERSON NOW OR HEREAFTER DESIGNATED AS THEIR AGENT." The ” Each of the Intercompany Debtors and the Subordinated Creditors and the Borrower each will further 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 Intercompany Subordination Agreement. Each of the case of any Subordinated Debt which is not evidenced by any instrument, upon the Senior Representative's request, promptly cause such Subordinated Debt to be evidenced by an appropriate instrument or instruments endorsed with the legend set forth above. The Subordinated Creditors and the Borrower each will, Intercompany Debtors 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, that may be necessary or desirable, or action that the Senior Representative Agent or the Required Lenders may request, in order reasonably request to protect any right or interest granted or purported to be granted under this Agreement hereunder or to enable the Senior Representative Secured Parties or any of the other Senior Creditors Agent to exercise and enforce its their respective rights and remedies hereunder.

Appears in 1 contract

Samples: Pledge and Security Agreement (Lumentum Holdings Inc.)

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