Common use of Subordination of Other Indebtedness Clause in Contracts

Subordination of Other Indebtedness. Any Indebtedness of the Borrower or any other Loan Party now or hereafter held by any Guarantor is hereby subordinated in right of payment to the Guaranteed Obligations, and any such Indebtedness of any such Borrower or such other Loan Party to such Guarantor collected or received by such Guarantor after an Event of Default has occurred and is continuing shall be held in trust for Agent on behalf of the Finance Parties and shall forthwith be paid over to Agent for the benefit of the Finance Parties to be credited and applied against the Guaranteed Obligations but without affecting, impairing or limiting in any manner the liability of such Guarantor under any other provision of this Agreement; provided that prior to the occurrence of an Event of Default, Guarantors may borrow, repay and reborrow intercompany Indebtedness to the extent such intercompany Indebtedness is permitted under Section 7.2 of the Loan Agreement.

Appears in 3 contracts

Samples: Pledge and Security Agreement, Guaranty, Pledge and Security Agreement (Peplin Inc), Guaranty, Pledge and Security Agreement (Peplin Inc)

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Subordination of Other Indebtedness. Any Indebtedness of the Borrower Company or any other Loan Party Grantor now or hereafter held by any Guarantor is hereby subordinated in right of payment to the Guaranteed Obligations, and any such Indebtedness of any such Borrower the Company or such other Loan Party Grantor to such Guarantor collected or received by such Guarantor after an Event of Default has occurred and is continuing shall be held in trust for Agent on behalf of the Finance Parties Lenders and shall forthwith be paid over to Agent for the benefit of the Finance Parties Lenders to be credited and applied against the Guaranteed Obligations but without affecting, impairing or limiting in any manner the liability of such Guarantor under any other provision of this Agreement; provided that prior to the occurrence of an Event of Default, Guarantors may borrow, repay and reborrow intercompany Indebtedness from the Company to the extent such intercompany Indebtedness is permitted under Section 7.2 of the Loan Agreement.

Appears in 1 contract

Samples: Guaranty, Pledge and Security Agreement (XOMA Corp)

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