Common use of In Furtherance of Subordination Clause in Contracts

In Furtherance of Subordination. Cameron Telephone agrees as follows: A. Upon any distribution of all or any of the assets of Mississippi One to its creditors upon the dissolution, winding up, liquidation, arrangement or reorganization of Mississippi One, whether in any bankruptcy, insolvency, arrangement, reorganization or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of the assets and liabilities of Mississippi One or otherwise, any payment or distribution of any kind (whether in cash, property or securities) which otherwise would be payable or deliverable upon or with respect to the Subordinated Debt shall be paid or delivered directly to CoBank for application (in the case of cash) to or as collateral (in the case of non-cash property or securities) for the payment or prepayment of the CoBank Debt until the CoBank Debt shall have been paid in full. B. If any proceeding referred to in Clause A above is commenced by or against Mississippi One after the date hereof, (i) CoBank is hereby irrevocably authorized and empowered (in its own name or in the name of Cameron Telephone), but shall have no obligation, to demand, sue ▇▇▇, collect and receive every payment or distribution referred to in Clause A above and give acquittance therefor and to file claims and proofs of claim and take such other action (including, without limitation, voting the Subordinated Debt or enforcing any security interest or other lien securing payment of the Subordinated Debt) as it may deem necessary or advisable for the exercise or enforcement of any of its rights or interests hereunder; and (ii) Cameron Telephone shall duly and promptly take such action as CoBank may request (a) to collect the Subordinated Debt for the account of CoBank and to file appropriate claims or proofs of claim in respect of the Subordinated Debt; (b) to execute and deliver to CoBank such powers of attorney, assignments or other instruments as it may request in order to enable it to enforce any and all claims with respect to, and any security interests and other liens securing payment of, the Subordinated Debt; and (c) to collect and receive any and all payments or distributions which may be payable or deliverable upon or with respect to the Subordinated Debt. C. All payments or distributions upon or with respect to the Subordinated Debt which are received by Cameron Telephone prior to the payment or prepayment in full of the CoBank Debt shall be received in trust for the benefit of CoBank, shall be segregated from other funds and property held by Cameron Telephone and shall be forthwith paid over to CoBank in the same form as so received (with any necessary endorsement) to be applied (in the case of cash) to or held as collateral (in the case of non-cash property or securities) for the payment or prepayment of the CoBank Debt.

In Furtherance of Subordination. Cameron Telephone agrees as follows: A. (a) Upon any distribution of all or any of the assets of Mississippi One the Borrower to its creditors of the Borrower upon the dissolution, winding up, liquidation, arrangement or reorganization of Mississippi Onethe Borrower, whether in any bankruptcy, insolvency, arrangement, reorganization or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of the assets and liabilities of Mississippi One the Borrower or otherwise, any payment or distribution of any kind (whether in cash, property or securities) which otherwise would be payable or deliverable upon or with respect to the Subordinated Debt shall will be paid or delivered directly to CoBank the Senior Creditors for application (in the case of cash) to or as collateral (in the case of non-cash noncash property or securities) for the payment or prepayment of the CoBank Debt Senior Obligations until the CoBank Debt shall Senior Obligations have been paid in fullfull (other than the surviving obligations) before any payment is made on account of the Subordinated Debt. B. (b) If any proceeding referred to in Clause A above Section 6(a) is commenced by or against Mississippi One after the date hereof, Borrower: (i) CoBank is hereby irrevocably authorized and empowered (in its own name or in the name of Cameron Telephonesubject to Section 6(c), but shall have no obligation, to demand, sue ▇▇▇, collect and receive every payment or distribution referred to in Clause A above and give acquittance therefor and to file claims and proofs of claim and take such other action (including, without limitation, voting the Subordinated Debt or enforcing any security interest or other lien securing payment each of the Subordinated Debt) as it may deem necessary or advisable for the exercise or enforcement of any of its rights or interests hereunder; and (ii) Cameron Telephone shall Creditors will duly and promptly take such action reasonable actions as CoBank the Senior Creditors may request (aA) to collect the Subordinated Debt for the account respective accounts of CoBank the Senior Creditors and to file and prove appropriate claims or proofs of claim in respect of the Subordinated Debt; (bB) to execute and deliver to CoBank the Senior Creditors such powers of attorney, assignments or other instruments as it may reasonably request in order to enable it to enforce any and all claims with respect to, and any security interests and other liens securing payment of, to the Subordinated Debt; , and (cC) to collect and receive any and all payments or distributions which may be payable or deliverable upon or with respect to the Subordinated Debt; and (ii) each Senior Creditor is irrevocably authorized and empowered (in its own name or in the name of the Subordinated Creditors or otherwise), but has no obligation, to demand, ▇▇▇ for, collect and receive every payment or distribution referred to in Section 6(a) and give acquittance therefor and to file claims and proofs of claim and take such other action as it may deem reasonably necessary or advisable for the exercise or enforcement of any of the rights or interests of such Senior Creditor under this Agreement. Notwithstanding the foregoing, the Senior Creditors shall file claims in respect of the Subordinated Debt on behalf of the Subordinated Creditors only if the Subordinated Creditors do not do so prior to twenty days before the expiration of the time to file claims in such proceedings. C. (c) All payments or distributions upon or with respect to the Subordinated Debt which are received by Cameron Telephone prior any of the Subordinated Creditors contrary to the payment provisions of this Agreement (whether Subordinated Creditor knows at the time such payments or prepayment in full distributions are contrary to the terms of the CoBank Debt shall be this Agreement) are received in trust for the benefit of CoBankthe Senior Creditors, shall will be segregated from other funds and property held by Cameron Telephone the Subordinated Creditors and shall will be forthwith immediately paid over to CoBank the Senior Creditors in the same form as so received (with any necessary endorsementindorsement) to be applied (in the case of cash) to or held as collateral (in the case of non-cash noncash property or securities) for the payment or prepayment of the CoBank DebtSenior Obligations in accordance with the terms of the Note Issuance Agreement and shall be immediately paid over or delivered to the Senior Creditors (in the same form as received, with any necessary endorsements) until the full repayment of the Senior Obligations (other than the surviving obligations); provided, that, any excess amounts turned over to the Senior Creditors pursuant to the foregoing shall be returned to the Subordinated Creditor. (d) Each Senior Creditor is authorized to demand specific performance of this Agreement, whether or not the Borrower has complied with any of the provisions of this Agreement applicable to it, at any time when any Subordinated Creditor has failed to comply with any provision of this Agreement applicable to the Subordinated Creditors. (e) Each of the Subordinated Creditors consents and agrees that none of the Representative or any Senior Creditor is under any obligation to marshal any collateral or any other assets of the Borrower or any other Person in favor of either of the Subordinated Creditors or otherwise in connection with obtaining payment of any or all of the Senior Obligations from any Person or source and hereby waives any right that it may now or in the future have to the fullest extent permitted by applicable law to any such marshalling of assets or similar relief.

In Furtherance of Subordination. Cameron Telephone The Subordinated Creditor agrees as follows: A. Upon any distribution of all or any of the assets of Mississippi One to its creditors upon the dissolution, winding up, liquidation, arrangement or reorganization of Mississippi One, whether in (a) If any bankruptcy, insolvency, arrangement, reorganization reorganization, receivership, relief or receivership proceedings other similar case or proceeding under any Federal or state bankruptcy or similar law or upon an the assignment for the benefit of creditors or any other marshalling of the assets and or liabilities of Mississippi One the Borrower, is commenced by or against the Borrower, (i) the Administrative Agent is hereby irrevocably authorized and empowered (in its own name or in the name of the Subordinated Creditor or otherwise), but shall have no obligation, to demand, ▇▇▇ for, collect and receive any payment or distribution of any kind (whether in cash, property or securities) which that otherwise would be payable or deliverable upon or with respect to the Subordinated Debt shall be paid in any such case, proceeding, assignments, marshalling or delivered directly to CoBank for application (in the case of cash) to or as collateral (in the case of non-cash property or securities) for the payment or prepayment of the CoBank Debt until the CoBank Debt shall have been paid in full. B. If any proceeding referred to in Clause A above is commenced by or against Mississippi One after the date hereofotherwise, (i) CoBank is hereby irrevocably authorized and empowered (in its own name or in the name of Cameron Telephone), but shall have no obligation, to demand, sue ▇▇▇, collect and receive every payment or distribution referred to in Clause A above and give acquittance therefor and to file claims and proofs of claim and take such other action (including, without limitation, voting the Subordinated Debt or enforcing any security interest or other lien securing payment of the Subordinated Debt) as it may deem necessary or advisable for the exercise or enforcement of any of its the rights or interests of the Administrative Agent or any other Secured Party hereunder; and and (ii) Cameron Telephone the Subordinated Creditor shall duly and promptly take such action as CoBank the Administrative Agent may request (aA) to collect the Subordinated Debt for the account of CoBank the Secured Parties and to file appropriate claims or proofs of or claim in respect of the Subordinated Debt; , (bB) to execute and deliver to CoBank the Administrative Agent such powers of attorney, assignments assignments, or other instruments as it the Administrative Agent may request in order to enable it the Administrative Agent to enforce any and all claims with respect to, and any security interests and other liens securing payment of, to the Subordinated Debt; , and (cC) to collect and receive any and all payments or distributions which may be payable or deliverable upon or with respect to the Subordinated Debt. C. (b) All payments or distributions upon or with respect to the Subordinated Debt which are received by Cameron Telephone prior the Subordinated Creditor contrary to the payment or prepayment in full provisions of the CoBank Debt this Agreement shall be received in trust for the benefit of CoBankthe Secured Parties, shall be segregated from other funds and property held by Cameron Telephone the Subordinated Creditor and shall be forthwith paid over to CoBank the Administrative Agent in the same form as so received (with any necessary endorsement) to be applied (in the case of cash) to to, or held as collateral (in the case of non-cash property or securities) for for, the payment or prepayment of the CoBank DebtObligations in accordance with the terms of the Credit Agreement and the other Loan Documents. (c) The Administrative Agent is hereby authorized to demand specific performance of this Agreement, whether or not the Borrower shall have complied with any of the provisions hereof applicable to it, at any time when the Subordinated Creditor shall have failed to comply with any of the provisions of this Agreement applicable to it. The Subordinated Creditor hereby irrevocably waives any defense based on the adequacy of a remedy at law, which might be asserted as a bar to such remedy of specific performance.