Common use of Undertakings of the Borrower Clause in Contracts

Undertakings of the Borrower. Until the Senior Debt is Discharged, the Borrower shall not, except with the prior consent of the Security Trustee (acting on the instructions of the Majority Lenders (such instructions not to be unreasonably withheld)): (a) pay, repay or prepay any principal, interest (provided that interest (i) may accrue and (ii) may be evidenced by any instrument which constitutes Junior Debt and such instrument may be issued to HoldCo) or other amount on or in respect of, or make any distribution in respect of (or on account of), or redeem, purchase or defease, any HoldCo Junior Debt in cash or in kind, except for Permitted Junior Payments; (b) exercise any set-off against any HoldCo Junior Debt, except to the extent that payment of such HoldCo Junior Debt would constitute a Permitted Junior Payment; (c) create or permit to subsist any Security over any of its assets, or give any Guarantee or (save as permitted by the Facility Agreement) other assurance against financial loss for, or in respect of, any HoldCo Junior Debt; or (d) take or omit to take any action whereby the ranking and/or subordination contemplated by this Agreement may be impaired or otherwise altered.

Undertakings of the Borrower. Until the Senior Debt is Discharged, the Borrower shall not, except with the prior consent of the Security Trustee (acting on the instructions of the Majority Lenders Instructing Group (such instructions not to be unreasonably withheld)): (a) pay, repay or prepay any principal, interest (provided that interest (i) may accrue or be capitalised and (ii) may be evidenced by any instrument which constitutes Junior Debt or equity and such instrument may be issued to HoldCothe Junior Creditor) or other amount on or in respect of, or make any distribution in respect of (or on account of), or redeem, purchase or defease, any HoldCo Junior Debt in cash or in kind, except for Permitted Junior Payments; (b) exercise any set-off against any HoldCo Junior Debt, except to the extent that payment of such HoldCo Junior Debt would constitute a Permitted Junior Payment; (c) create or permit to subsist any Security over any of its assets, or give any Guarantee or (save as permitted by the Senior Facility Agreement) other assurance against financial loss for, or in respect of, any HoldCo Junior Debt; or (d) take or omit to take any action whereby the ranking and/or subordination contemplated by this Agreement may be impaired or otherwise alteredimpaired.