Common use of Transfer of Subordinated Debt Clause in Contracts

Transfer of Subordinated Debt. No Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agent, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 8 contracts

Samples: Intercompany Subordination Agreement (Nuverra Environmental Solutions, Inc.), Intercompany Subordination Agreement (Nuverra Environmental Solutions, Inc.), Intercompany Subordination Agreement (Nuverra Environmental Solutions, Inc.)

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Transfer of Subordinated Debt. No Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt except to another Obligor without the prior written consent of Agent, and any such assignment without the Agent’s prior written consent shall be null and void. Any transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 4 contracts

Samples: Intercompany Subordination Agreement, Intercompany Subordination Agreement (Velocity Express Corp), Intercompany Subordination Agreement (Velocity Express Corp)

Transfer of Subordinated Debt. No Obligor Debtor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agent, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 3 contracts

Samples: Intercompany Subordination Agreement (Hudson Respiratory Care Inc), Intercompany Subordination Agreement (Hudson Respiratory Care Inc), Intercompany Subordination Agreement (River Holding Corp)

Transfer of Subordinated Debt. No Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agent, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 2 contracts

Samples: Intercompany Subordination Agreement (Oasis Interval Ownership, LLC), Intercompany Subordination Agreement (155 East Tropicana, LLC)

Transfer of Subordinated Debt. No Each Obligor may not assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agent, Lender and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to AgentLender.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Sugarfina Corp)

Transfer of Subordinated Debt. No Except as permitted under the Loan Agreement, no Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agent, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (SMART Modular Technologies (DE), Inc.)

Transfer of Subordinated Debt. No Other than assignments or transfers between Obligors that are not prohibited by the Financing Agreement, no Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agentthe Agents, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agentthe Agents.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Unique Logistics International, Inc.)

Transfer of Subordinated Debt. No Each Obligor may not assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of AgentAgent (unless such assignment or transfer would result in an Obligor hereunder being the assignee or transferee), and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Newegg Commerce, Inc.)

Transfer of Subordinated Debt. No Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of the Collateral Agent, and any such assignment without the Collateral Agent's prior written consent shall be null and void. Any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to the Collateral Agent.

Appears in 1 contract

Samples: Financing Agreement (Global Geophysical Services Inc)

Transfer of Subordinated Debt. No Each Obligor may not assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of AgentFoothill, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to AgentFoothill.

Appears in 1 contract

Samples: Subordination Agreement (Fitzgeralds Gaming Corp)

Transfer of Subordinated Debt. No Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of AgentAgents, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to AgentAgents.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Nuverra Environmental Solutions, Inc.)

Transfer of Subordinated Debt. No Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agent, Lender and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to AgentLender.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Midway Games Inc)

Transfer of Subordinated Debt. No Except as permitted under the Second Amended and Restated Loan and Security Agreement, no Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agent, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (SMART Modular Technologies (WWH), Inc.)

Transfer of Subordinated Debt. No Each Obligor may not assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of AgentCollateral Agent (such consent not to be withheld unreasonably), and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Collateral Agent.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Elgar Holdings Inc)

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Transfer of Subordinated Debt. No Each Obligor may not assign or transfer its rights and obligations in respect of the Subordinated Debt without the without: (i) prior written consent of notice to Agent, and any (ii) such non-Obligor transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt Debt, shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (3com Corp)

Transfer of Subordinated Debt. No Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt except to another Obligor or as expressly permitted by the Credit Agreement without the prior written consent of Agent, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Jack Cooper Logistics, LLC)

Transfer of Subordinated Debt. No Obligor Creditor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agent, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 1 contract

Samples: Trademark Security Agreement (Advent Software Inc /De/)

Transfer of Subordinated Debt. No Each Obligor may not assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agent, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (New York & Company, Inc.)

Transfer of Subordinated Debt. No Each Obligor may not assign or transfer its rights and obligations in respect of the Subordinated Debt except to another Obligor without the prior written consent of Agent, which consent shall not be unreasonably withheld or delayed, and any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to Agent.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Iron Age Holdings Corp)

Transfer of Subordinated Debt. No Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of Agentthe Agents (other than an assignment to another Obligor), and any such assignment without the Agents’ prior written consent shall be null and void unless such transfer is otherwise permitted by the Financing Agreement. Any such transferee or assigneeassignee (other than any Obligor), as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, hereby in form reasonably a manner satisfactory to Agentthe Agents.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Troika Media Group, Inc.)

Transfer of Subordinated Debt. No Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of the Agent, which consent shall not be unreasonably withheld or delayed and any such assignment without the Agent's prior written consent shall be null and void. Any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to the Agent.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Composite Technology Corp)

Transfer of Subordinated Debt. No Except as expressly permitted under the Financing Agreement or any other Loan Document, no Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of the Collateral Agent, and any such assignment without the Collateral Agent’s prior written consent shall be null and void unless such transfer is otherwise permitted by the Financing Agreement. Any such transferee or assignee, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, hereby in form a manner reasonably satisfactory to the Collateral Agent.

Appears in 1 contract

Samples: Financing Agreement (GP Investments Acquisition Corp.)

Transfer of Subordinated Debt. No Except as expressly permitted by the Credit Agreement, no Obligor may assign or transfer its rights and obligations in respect of the Subordinated Debt without the prior written consent of AgentDebt, and any such transferee or assigneeassignee of the Subordinated Debt, as a condition to acquiring an interest in the Subordinated Debt shall agree to be bound hereby, in form reasonably satisfactory to the Administrative Agent.

Appears in 1 contract

Samples: Pledge and Security Agreement (Acutus Medical, Inc.)

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