SUBORDINATION; STANDBY Sample Clauses

SUBORDINATION; STANDBY. (a) Creditor agrees to subordinate, and does hereby subordinate, any security interests or liens it now or hereafter has in or upon the Collateral under Creditor's Documents or otherwise to any security interests in or liens upon the Collateral which Fremont now or hereafter has under Fremont's Documents or otherwise. Such subordination shall be effective regardless of whether the security interests and liens of Fremont are valid, enforceable and/or perfected. Creditor further agrees to subordinate and does hereby subordinate payment by the Borrower of all or any part of Creditor's Debt to Fremont on Fremont's Debt.
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SUBORDINATION; STANDBY. (a) SUBORDINATING PARTY agrees that payment of the SUBORDINATED OBLIGATIONS is expressly subordinated to the prior payment in full in cash of all SENIOR DEBT. Except as provided in Section 3(a) and clause (b) of this Section 4, the SUBORDINATING PARTY shall not accept any payment with respect to the SUBORDINATED OBLIGATIONS or take any COLLECTION ACTION, unless and until the SENIOR DEBT shall have been indefeasibly paid in full in cash. If SUBORDINATING PARTY in violation of this AGREEMENT shall attempt any COLLECTION ACTION, SENIOR CREDITOR may interpose as a defense or plea the making of this AGREEMENT and may intervene and interpose such defense or plea in its name or in the name of Amphastar and SENIOR CREDITOR may by virtue of this AGREEMENT restrain the enforcement thereof.
Sample 1
SUBORDINATION; STANDBY. The SUBORDINATING CREDITOR agrees that payment of the SUBORDINATED DEBT is expressly subordinated to the prior and indefeasible payment in full in cash of all SENIOR DEBT, upon the terms and subject to the conditions contained in this AGREEMENT. Except as expressly authorized pursuant to Section 3 of this AGREEMENT, the SUBORDINATING CREDITOR will not take any COLLECTION ACTION unless and until the SENIOR DEBT has been fully and indefeasibly paid in full in cash and there is no obligation, commitment or agreement under which the LENDER is required to or may make loans or provide other financial accommodations to or for the benefit of any of the OBLIGORS; provided, however, that nothing in this Section 2 shall limit or restrict the SUBORDINATING CREDITOR from filing a claim (or taking any action necessary to achieve allowance of its claim) or, subject to the prior written consent of the LENDER, otherwise preserving its rights, if any of the OBLIGORS shall be the subject of a bankruptcy proceeding not commenced by SUBORDINATING CREDITOR. Any liens, security interests, mortgages, pledges of or into any of the assets of any of the OBLIGORS in favor of or for the benefit of the SUBORDINATING CREDITOR, both now existing or arising in the future are hereby expressly made subordinate and junior in priority and right of enforcement to any liens, security interests, mortgages or pledges of or into any of the assets of any of the OBLIGORS both now existing or arising in the future, securing any of the SENIOR DEBT, regardless of the record priority or dates of any public filings or documents pertaining thereto or whether any or all of the security interests and liens securing any of the SENIOR DEBT are unperfected or avoidable. The SUBORDINATING CREDITOR represents and warrants that, as of the date hereof, the SUBORDINATED DEBT is unsecured. This subordination provision shall apply with respect to all of the SENIOR DEBT, regardless of how or in what manner the SENIOR DEBT is incurred, or whether the SENIOR DEBT has already been incurred or may be incurred in the future by future advances or other financial accommodations made or extended by the LENDER, or whether such future advances or other financial accommodations are made at the discretion of the LENDER under the LENDER'S DOCUMENTS or pursuant to commitment or otherwise. If the SUBORDINATING CREDITOR in violation of this AGREEMENT shall attempt any COLLECTION ACTION, any of the OBLIGORS or the LENDER may interpose...
Sample 1

Related to SUBORDINATION; STANDBY

  • Subordination Unimpaired This Indenture may not be amended to alter the subordination of any of the Outstanding Securities without the written consent of each holder of Senior Indebtedness then outstanding that would be adversely affected thereby.

  • Subordinated Debt Documents Subject to Section 10.6(m), the failure of any Loan Party to comply with the terms of any intercreditor agreement or any subordination provisions of any note or other document running to the benefit of the Administrative Agent or Lenders, or if any such document becomes null and void or unenforceable against any lender holding the Subordinated Debt.

  • Subordination of Common Securities (a) Payment of Distributions (including any Additional Interest Amounts) on, the Redemption Price of and the Liquidation Distribution in respect of, the Trust Securities, as applicable, shall be made, pro rata among the Common Securities and the Preferred Securities based on the Liquidation Amount of the respective Trust Securities; provided, that if on any Distribution Date, Redemption Date or Liquidation Date an Event of Default shall have occurred and be continuing, no payment of any Distribution (including any Additional Interest Amounts) on, Redemption Price of or Liquidation Distribution in respect of, any Common Security, and no other payment on account of the redemption, liquidation or other acquisition of Common Securities, shall be made unless payment in full in cash of all accumulated and unpaid Distributions (including any Additional Interest Amounts) on all Outstanding Preferred Securities for all Distribution periods terminating on or prior thereto, or in the case of payment of the Redemption Price the full amount of such Redemption Price on all Outstanding Preferred Securities then called for redemption, or in the case of payment of the Liquidation Distribution the full amount of such Liquidation Distribution on all Outstanding Preferred Securities, shall have been made or provided for, and all funds immediately available to the Property Trustee shall first be applied to the payment in full in cash of all Distributions (including any Additional Interest Amounts) on, or the Redemption Price of or the Liquidation Distribution in respect of, the Preferred Securities then due and payable.

  • Subordinated Debt (a) Make or permit any payment on any Subordinated Debt, except under the terms of the subordination, intercreditor, or other similar agreement to which such Subordinated Debt is subject, or (b) amend any provision in any document relating to the Subordinated Debt which would increase the amount thereof or adversely affect the subordination thereof to Obligations owed to Bank.

  • Subordination Terms The payment by the Company of the principal of, premium, if any, and interest on any series of Securities issued hereunder shall be subordinated to the extent set forth in an indenture supplemental hereto relating to such series.

  • Amendment to Intercreditor Agreement The Lenders hereby authorize and direct the Administrative Agent to enter into an amendment to the Intercreditor Agreement in substantially the form attached hereto as Exhibit B.

  • Subordination, Attornment This Lease, at Lessor’s option, shall be subject and subordinate to all ground or underlying leases which now exist or may hereafter be executed affecting any portion of the Premises and to the lien of any mortgages or deeds of trust (including all advances thereunder, renewals, replacements, modifications, supplements, consolidations, and extensions thereof) in any amount or amounts whatsoever now or hereafter placed on or against any portion of the Premises or on or against Lessor’s interest or estate therein, or on or against any ground or underlying lease, without the necessity of the execution and delivery of any further instruments on the part of Lessee to effectuate such subordination. Lessee covenants and agrees to execute and deliver upon demand and without charge therefor, such further instruments evidencing the subordination of this Lease to such ground or underlying leases and/or to the lien of any such mortgages or deeds of trusts as may be required by Lessor or a lender making a loan affecting the Premises; provided that if Lessee attorns as required below, then with respect to any ground or underlying leases, mortgages or deeds of trust not existing as of the date this Lease is signed by Lessor and Lessee, the lessor, mortgagee or beneficiary, as applicable, under such mortgage or deed of trust or lessor under such ground or underlying lease shall agree in writing that so long as Lessee is not in default under this Lease, this Lease shall not be terminated upon any foreclosure or any termination of the underlying lease (other than a termination due to its natural expiration). Failure of Lessee to execute such instruments evidencing subordination of this Lease shall constitute a default by Lessee under this Lease. If any mortgagee, beneficiary or lessor elects to have this Lease prior to the lien of its mortgage, deed of trust or lease, and shall give written notice thereof to Lessee, this Lease shall be deemed prior to such mortgage, deed of trust or lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or lease or the date of the recording thereof. If any proceedings are brought to terminate any ground or underlying leases or for foreclosure, or upon the exercise of the power of sale, under any mortgage or deed of trust covering any portion of the Premises, Lessee shall attorn to the lessor or purchaser upon any such termination, foreclosure or sale and recognize such lessor or purchaser as the Lessor under this Lease provided that such lessor or purchaser agrees that so long as Lessee is not in default hereunder and attorns as required above, this Lease shall remain in full force and effect for the full term hereof after any such termination, foreclosure or sale.

  • Subordination of Junior Financing The Obligations are “Senior Debt,” “Senior Indebtedness,” “Guarantor Senior Debt” or “Senior Secured Financing” (or any comparable term) under, and as defined in, any Junior Financing Documentation.

  • Subordination Provisions The Company covenants and agrees, and Originator and any other holder of this Company Note (collectively, Originator and any such other holder are called the “Holder”), by its acceptance of this Company Note, likewise covenants and agrees on behalf of itself and any holder of this Company Note, that the payment of the principal amount of and interest on this Company Note is hereby expressly subordinated in right of payment to the payment and performance of the Senior Interests to the extent and in the manner set forth in the following clauses of this paragraph 9:

  • Subordination Rights Not Impaired by Acts or Omissions of Subsidiary Guarantors or Holders of Guarantor Senior Indebtedness. No right of any present or future holders of any Guarantor Senior Indebtedness of a Subsidiary Guarantor to enforce subordination as provided herein shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of such Subsidiary Guarantor or by any act or failure to act by any such holder, or by any noncompliance by such Subsidiary Guarantor with the terms of this Indenture, regardless of any knowledge thereof which any such holder may have or be otherwise charged with. Without in any way limiting the generality of the preceding paragraph of this Section, the holders of Guarantor Senior Indebtedness may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to the Holders of the Securities and without impairing or releasing the subordination or other benefits provided in this Article, or the obligations hereunder of the Holders of the Securities to the holders of Guarantor Senior Indebtedness, do any one or more of the following: (a) change the manner, place or terms of payment or extend the time of payment of, or renew, exchange, amend, increase or alter, Guarantor Senior Indebtedness or the term of any instrument evidencing the same or any agreement under which Guarantor Senior Indebtedness is outstanding or any liability of any obligor thereon (unless such change, extension or alteration results in such Indebtedness no longer being Guarantor Senior Indebtedness as defined in this Indenture); (b) sell, exchange, release or otherwise deal with any Property pledged, mortgaged or otherwise securing Guarantor Senior Indebtedness; (c) settle or compromise any Guarantor Senior Indebtedness or any liability of any obligor thereon or release any Person liable in any manner for the collection of Guarantor Senior Indebtedness; and (d) exercise or refrain from exercising any rights against the Company and any other Person.

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