Subordination Undertaking definition

Subordination Undertaking that certain Consent and Subordination Agreement dated on or prior to the Advance Date among the Lessee, the Sublessee, the Security Trustee and the Borrower in relation to the Aircraft.
Sample 1Sample 2Sample 3
Subordination Undertaking means an undertaking executed or to be executed by Seanergy in favour of the Agent subordinating any rights it may have against either Owner (whether pursuant to the Junior Agreement or otherwise) to the rights of the Lenders under this Agreement and the other Finance Documents in the Agreed Form;
Sample 1Sample 2
Subordination Undertaking means the undertaking(s) in favour of the Agent for the subordination, in point of payment and priority, of any intercompany loans made to any Obligor (other than the Parent) in accordance with Clause 23.16(b)(ii) to the Secured Obligations.
Sample 1Sample 2

Examples of Subordination Undertaking in a sentence

  • The Borrower shall cause all Indebtedness owing by any Obligor to any Subsidiary of the Borrower which is not an Obligor to be subordinated and postponed, pursuant to the Postponement and Subordination Undertaking, to the Secured Obligations of such Obligor for so long as a Default has occurred and is continuing.

  • The Borrower shall cause any Subsidiary of the Borrower which is not an Obligor, prior to the incurrence of any such Indebtedness, to execute and deliver to the Administrative Agent the Postponement and Subordination Undertaking or an instrument of adhesion thereto.

  • No Shipowner or Stena Charterer shall appoint any manager of a Mortgaged Ship or Mortgaged Linkspan other than an Approved Manager and each Approved Manager of a Mortgaged Ship or Mortgaged Linkspan so appointed by any Shipowner or Stena Charterer shall execute and deliver to the Security Agent a Manager's Subordination Undertaking in relation to each of the Mortgaged Ships and Mortgaged Linkspans from time to time managed by it.

  • The Borrower shall cause any other Company, prior to the incurrence of any such Indebtedness, to execute and deliver to the Administrative Agent the Postponement and Subordination Undertaking or an instrument of adhesion thereto.

  • The Company shall, or shall cause any Subsidiary to, prior to the incurrence of any such Indebtedness, execute and deliver to each holder of a Note the Postponement and Subordination Undertaking or an instrument of adhesion thereto.

  • The Company shall cause all Indebtedness owing by the Company or any Subsidiary Guarantor to the Company or any Subsidiary to be subordinated and postponed, pursuant to the Postponement and Subordination Undertaking, to the obligations of the Company under this Agreement and the Notes and of the Subsidiary Guarantors under the Subsidiary Guarantees for so long as a Default or Event of Default has occurred and is continuing.

  • The Borrower shall cause any Subsidiary of the Borrower which is not an Obligor, prior to the incurrence of any such Indebtedness, to execute and deliver to the Administrative Agent a Postponement and Subordination Undertaking or an instrument of adhesion thereto.

  • The Borrowers shall cause all Indebtedness owing by any Obligor to any direct or indirect Subsidiary of Kinross Canada (other than to another Obligor) to be subordinated and postponed, pursuant to the Postponement and Subordination Undertaking, to the Secured Obligations of such Obligor for so long as a Default has occurred and is continuing.

  • Each Subsidiary that is a party to any intercompany Indebtedness has executed and delivered to each Purchaser the Postponement and Subordination Undertaking in form and substance satisfactory to the Purchasers.

  • The Borrower shall cause all Indebtedness owing by any Obligor to another Company to be subordinated and postponed, pursuant to the Postponement and Subordination Undertaking, to the Secured Obligations of such Obligor for so long as a Default has occurred and is continuing.


More Definitions of Subordination Undertaking

Subordination Undertaking means the undertaking(s) in favour of the Agent for the subordination, in point of payment and priority, of any intercompany loans made to any Obligor (other than the Parent) in accordance with Clause 23.15(b)(ii) to the Secured Obligations.
Sample 1
Subordination Undertaking means the Common Security Agent Subordination Undertaking or the Facility Agent Subordination Undertaking.
Sample 1
Subordination Undertaking means an undertaking or statement from the relevant creditor(s) for the subordination of claims owed to such creditor to inter alia the Secured Obligations, to be in a form and substance satisfactory to the Agent, and in respect of any such undertaking or statement for the subordination of claims owed by the Parent or an Intra-Group Charterer not being a SPV Intra-Group Charterer no capacity opinion will be required. “Tax” means any tax, levy, impost, duty or other charge or withholding of a similar nature (including any penalty or interest payable in connection with any failure to pay or any delay in paying any of the same). “Total Commitments” means the aggregate of the Commitments, being a maximum principal amount of USD 175,000,000 at the Effective Date. “Total Loss” means, in relation to any Rig: (a) the actual, constructive, compromised, agreed, arranged or other total loss of that Rig; (b) the Requisition of that Rig; or (c) any hijacking, theft, arrest, expropriation, confiscation or acquisition of that Rig (other than Requisition), whether for full consideration, a consideration less than its proper value, a nominal consideration or without any consideration, which is effected by any government or official authority or by any person or persons claiming to be or to represent a governmental or official authority (excluding requisition for hire for a period not exceeding six (6) Months without any right of extension) unless it is within one (1) Month from the relevant event redelivered to the full control of the relevant Borrower. “Total Loss Date” means: (a) in the case of an actual Total Loss of a Rig, the date on which it occurred or, if that is unknown, the date when the Rig was last heard of; (b) in the case of a constructive, compromised, agreed or arranged Total Loss of a Rig, the earlier of: (i) the date on which a notice of abandonment is given to the insurers (provided a claim for total loss is admitted by such insurers) or, if such insurers do not forthwith admit such a claim, at the date at which either a Total Loss is subsequently admitted by the insurers or a Total Loss is subsequently adjudged by a competent court of law or arbitration panel to have occurred or, if earlier, the date falling six (6) months after notice of abandonment of the Rig was given to the insurers; and (ii) the date of compromise, arrangement or agreement made by or on behalf of the relevant Borrower with the Rig's insurers in which the insurers agree to treat the...
Sample 1

Related to Subordination Undertaking

  • Standard Securitization Undertakings means representations, warranties, covenants and indemnities entered into by the Borrower or any Subsidiary of the Borrower that are customary in a Securitization Financing.

  • Subordination Deed means any deed of subordination in the agreed form executed or, as the context may require, to be executed by either the Sponsor or a Shareholder or any of their respective Affiliates in favour of the Security Agent on behalf of the Finance Parties together with all deeds of accession entered into or to be entered into pursuant thereto. Subsidiary means, in relation to any company or corporation, a company or corporation:

  • Subordination Agreement means an agreement among the Agent, the applicable Borrower or Subsidiary of the Borrower and the holder of any Subordinated Debt, pursuant to which such Indebtedness is made subordinate in right of payment to Payment in Full of all Obligations on terms reasonably satisfactory to the Agent.

  • Subordination Agreements means, collectively, any subordination agreements entered into by any Person from time to time in favor of Agent in connection with any Subordinated Debt, the terms of which are acceptable to the Agent, in each case as the same may be amended, restated or otherwise modified from time to time, and “Subordination Agreement” shall mean any one of them.

  • insurance undertaking means an insurance undertaking as defined in Article 13, point (1), of Directive 2009/138/EC;

  • L/C Undertaking has the meaning set forth in Section 2.12(a).

  • Subordinated Loan Agreement means the subordinated loan agreement dated on or about the Closing Date, as amended from time to time, and entered into by, amongst others, the Issuer, the Subordinated Lender and the Security Trustee, under which the Subordinated Lender will advance (or has advanced) the Subordinated Loan to the Issuer.

  • Second Lien Security Agreement means the “Security Agreement” as defined in the Second Lien Credit Agreement.

  • Guaranty Agreement means the Guaranty Agreement, dated as of the Closing Date, made by the Guarantors in favor of the Administrative Agent for the benefit of the Holders of Secured Obligations, as the same may be amended, restated, supplemented or otherwise modified from time to time.

  • reinsurance undertaking means reinsurance undertaking as defined in point (4) of Article 13 of Directive 2009/138/EC;

  • Intercompany Subordination Agreement means an intercompany subordination agreement, dated as of even date with this Agreement, executed and delivered by each Loan Party and each of its Subsidiaries, and Agent, the form and substance of which is reasonably satisfactory to Agent.

  • Subordination Provisions has the meaning specified in Section 8.01(l).

  • Guarantor Security Agreement means any security agreement executed by any Guarantor in favor of Agent securing the Obligations or the Guaranty of such Guarantor, in form and substance satisfactory to Agent.

  • Guarantee Agreement means this Guarantee Agreement, as modified, amended or supplemented from time to time.

  • Disclosure Undertaking means the Continuing Disclosure Undertaking, dated as of the Dated Date, relating to certain obligations contained in the SEC Rule.

  • First Lien Security Agreement means the “Security Agreement” as defined in the First Lien Credit Agreement.

  • Guarantee Agreements means the Parent Guarantee Agreement and the Subsidiary Guarantee Agreement.

  • Senior Loan Agreement means that certain Term Loan Agreement, dated as of November 19, 2020, by and among Borrower, the subsidiary guarantors from time to time party thereto, and the Senior Creditors, as amended, restated, supplemented or otherwise modified from time to time.

  • Guaranty means, with respect to any Person, any obligation (except the endorsement in the ordinary course of business of negotiable instruments for deposit or collection) of such Person guaranteeing or in effect guaranteeing any indebtedness, dividend or other obligation of any other Person in any manner, whether directly or indirectly, including (without limitation) obligations incurred through an agreement, contingent or otherwise, by such Person:

  • Affiliate Subordination Agreement means an Affiliate Subordination Agreement in the form of Exhibit F pursuant to which intercompany obligations and advances owed by any Loan Party are subordinated to the Obligations.

  • Second Lien Security Documents means the “Security Documents”, as defined in the Second Lien Credit Agreement, and any other agreement, document or instrument pursuant to which a Lien is granted to secure any Second Lien Obligations or under which rights or remedies with respect to any such Lien are governed.

  • Intercompany Loan Agreement has the meaning set forth in the Purchase and Sale Agreement.

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

  • Guarantee and Adherence Agreement means the guarantee and adherence agreement pursuant to which the Guarantors shall, amongst other, (i) guarantee all amounts outstanding under the Finance Documents, including but not limited to the Bonds, plus accrued interests and expenses, (ii) agree to subordinate all subrogation claims, and (iii) undertake to adhere to the terms of the Finance Documents.

  • Guarantee and Collateral Agreement the Guarantee and Collateral Agreement to be executed and delivered by the Borrower and each Subsidiary Guarantor, substantially in the form of Exhibit A, as the same may be amended, supplemented or otherwise modified from time to time.

  • Guarantee and Security Agreement means that certain Guarantee and Security Agreement dated as of the Effective Date among the Borrower, the Administrative Agent, each Subsidiary of the Borrower from time to time party thereto, each holder (or an authorized agent, representative or trustee therefor) from time to time of any Secured Longer-Term Indebtedness or Secured Shorter-Term Indebtedness, and the Collateral Agent.