Modifications to Subordinated Debt Documents Clause Samples

Modifications to Subordinated Debt Documents. Until the Discharge of Senior Debt, and notwithstanding anything to the contrary contained in the Subordinated Debt Documents, Subordinated Secured Parties shall not, without the prior written consent of Agent (acting at the written direction of the Required Senior Lenders and Required Revolving Lenders (as defined in the Senior Credit Agreement)), agree to any amendment, modification or supplement to the Subordinated Debt Documents the effect of which is to (a) increase the principal amount of the Subordinated Debt above the Subordinated Debt Cap or increase the margins applicable to the interest rates with respect to the Senior Debt by more than 200 basis points per annum, except in connection with the imposition of a default rate of interest in accordance with the terms of the Subordinated Debt Documents, (b) change the dates upon which payments of principal or cash interest on the Subordinated Debt are due (except to extend such dates; provided that the Subordinated Debt shall not mature earlier than 6 months after the latest maturity of the Senior Debt), (c) change or add any event of default or any covenant with respect to the Subordinated Debt which makes the Subordinated Debt Documents more restrictive in any material respect or more burdensome on any Company, unless and only to the extent that a corresponding change or addition has been made to the Senior Debt Documents so long as any applicable cushion that currently exists between the applicable covenants contained in the Senior Debt Documents and those contained in the Subordinated Debt Documents is maintained, (d) change any redemption or prepayment provisions (including changing the frequency or the amount of any such redemption or prepayment or any make-whole or similar premium applicable thereto) of the Subordinated Debt (other than an extension thereof), (e) alter the subordination provisions with respect to the Subordinated Debt, including, without limitation, subordinating the Subordinated Debt to any other indebtedness, (f) change or amend any other term of the Subordinated Debt Documents if such change or amendment would result in a Senior Default, increase the obligations of any Company or any guarantor of the Subordinated Debt or confer additional material rights on Subordinated Agent or any other holder of the Subordinated Debt in a manner adverse to such Company, any such guarantor or Senior Lenders, (g) directly prohibit or restrict the payment of principal of, interest on, or oth...

Modifications to Subordinated Debt Documents. Until the Senior Debt has been Paid in Full, and notwithstanding anything to the contrary contained in the Subordinated Debt Documents, Subordinated Creditor shall not, without the prior written consent of Agent and Senior Lenders, agree to any amendment, modification or supplement to the Subordinated Debt Documents the effect of which is to (a) increase the maximum principal amount of the Subordinated Debt or rate of interest (or cash pay rate of interest) on any of the Subordinated Debt, (b) change the dates upon which payments of principal or interest on the Subordinated Debt are due, (c) change or add any event of default or any covenant with respect to the Subordinated Debt, (d) change any redemption or prepayment provisions of the Subordinated Debt, (e) alter the subordination provisions with respect to the Subordinated Debt, including, without limitation, subordinating the Subordinated Debt to any other indebtedness, (f) take or perfect any other liens or security interests in any assets of the Company or any guarantor of the Subordinated Debt or (g) change or amend any other term of the Subordinated Debt Documents if such change or amendment would increase the obligations of the Company or any guarantor of the Subordinated Debt or confer additional material rights on Subordinated Creditor or any other holder of the Subordinated Debt in a manner adverse to the Company, any such guarantor or Senior Lenders.

Modifications to Subordinated Debt Documents. (a) Until the Senior Debt has been paid in full in cash (or other consideration acceptable to Agent in its sole discretion), and notwithstanding anything to the contrary contained in the Subordinated Debt Documents, no Subordinated Creditor shall, without the prior written consent of Agent, agree to any amendment, modification or supplement to the Subordinated Debt Documents that would (i) impose or make more burdensome any event of default or covenant under the Subordinated Debt Documents, (ii) increase the principal amount of the Subordinated Debt, (iii) increase the rate of interest on the Subordinated Debt by more than 300 basis points except in connection with the imposition of a default rate of interest of up to 2.0% or (iv) directly prohibit or restrict the payment of any amounts payable with respect to the Senior Debt. (b) No Subordinated Creditor shall accept or enter into any agreement or instrument subsequent to the date hereof pursuant to which any Company provides collateral security for the Subordinated Debt other than a mortgage or deed of trust subordinate to any then existing mortgage or deed of trust in favor of the Agent on any real property and improvements of a Company, unless such agreement or instrument has been approved by the Agent in writing, such approval not to be unreasonably withheld. Any such agreement or instrument that is substantially similar to the security documents providing collateral security for the Senior Debt shall be approved by the Agent so long as such security document indicates that it is subject to this Agreement in a manner and to an extent reasonably satisfactory to the Agent. In no event shall any Subordinated Creditor accept or enter into any agreement or instrument pursuant to which any Company provides a security interest in or mortgage on any property of such Company in which the Agent does not have a first priority perfected security interest. Prior to any Company or any Subordinated Creditor entering into any agreement or instrument that would create a lien, security interest or mortgage in any Collateral in favor of a collateral agent securing any Subordinated Debt, the Companies and the Subordinated Creditor shall cause such collateral agent to become a party to this Agreement and agree for this Agreement to be amended to accommodate a collateral agent, in each case, pursuant to agreements in form and substance reasonably satisfactory to the Agent. (c) In no event shall any Subordinated Creditor en...

Modifications to Subordinated Debt Documents. (a) Until all of the Senior Debt has been Paid in Full, and notwithstanding anything to the contrary contained in the Subordinated Debt Documents, the Subordinated Creditor may not without the prior written consent of the Senior Agent and Senior Creditors, change the manner or place of payment or extend the time of payment of or renew or alter any of the terms of the Subordinated Debt Documents, or amend, restate, refinance, extend, restructure, replace, supplement or otherwise modify in any manner any agreement, note, guaranty or other instrument evidencing or otherwise relating to the Subordinated Debt, provided however, that any amount owed under the Subordinated Debt Documents may be exchanged for Stock at any time without such consent.

Modifications to Subordinated Debt Documents. Until the Subordination Termination Date, and notwithstanding anything to the contrary contained in the Subordinated Debt Documents, neither the Company nor Subordinated Creditor shall, without the prior written consent of Senior Creditor Agent, agree to any amendment, modification, waiver or supplement to the Subordinated Debt Documents.

Modifications to Subordinated Debt Documents. Until the Senior Debt has been Paid in Full, Subordinated Creditor shall not (a) agree to any amendment, modification or supplement to the Subordinated Debt Documents that adversely affects any Senior Lender without the prior written consent of Senior Agent, (b) agree to any other amendment, modification or supplement to the Subordinated Debt Documents without providing five days’ prior written notice to the Senior Agent or (c) waiver, release, forgive or convert to equity or otherwise relinquish any Subordinated Debt, or terminate, release, let expire, waiver or modify the Subordinated Liens or the Subordinated Debt Collateral.

Modifications to Subordinated Debt Documents. Until the Senior Debt has been Paid in Full, and notwithstanding anything to the contrary contained in the Subordinated Debt Documents, no Subordinated Creditor shall, without the prior written consent of the Required Secured Parties, agree to any amendment, modification or supplement to the Subordinated Debt Documents (a) the effect of which is to take any liens or security interests in any assets of any Obligor or any Affiliate of any Obligor other than Permitted Judgment Liens, (b) in any manner if, after giving effect to such amendment, modification or supplement, such Subordinated Debt Document will no longer satisfy the terms of Sections 1.3, 1.4, 1.5, and 13.6 of the Note Purchase Agreement, (c) the effect of which is to increase the obligations of any Obligor of the Subordinated Debt or to confer additional material rights on any Subordinated Creditor or any other holder of the Subordinated Debt in a manner adverse to any Obligor or the Senior Creditors, and (d) the effect of which is otherwise materially adverse to the interests of the Senior Creditors.

Modifications to Subordinated Debt Documents. Until the Senior Debt has been paid in full, and notwithstanding anything to the contrary contained in the Subordinated Debt Documents, no Subordinated Creditor shall, without the prior written consent of Agent, amend, modify or supplement the Subordinated Debt Documents, the effect of which is to change or add any redemption or repurchase provisions with respect to the Subordinated Debt, including, without limitation, any change to the date of any mandatory redemption of the Preferred Stock such that the date would be earlier than any such date set forth in the Subordinated Debt Documents as in effect on the date hereof. 4.

Modifications to Subordinated Debt Documents. Until the Senior Debt has been Paid in Full, and notwithstanding anything to the contrary contained in the Subordinated Debt Documents, Subordinated Creditor shall not, without the prior written consent of Senior Creditor, amend, modify, restate or supplement the Subordinated Promissory Note or any other Subordinated Debt Document; provided that the Subordinated Promissory Note may be amended on September 30, 2024 pursuant to the First Amendment to Subordinated Promissory Note in the form of Exhibit A hereto, but my not be otherwise modified.