New Subordinated Debt Clause Samples

The "New Subordinated Debt" clause defines the terms under which a borrower may incur additional debt that is expressly subordinated to existing senior obligations. Typically, this clause outlines the conditions such debt must meet, such as limitations on amount, maturity, and payment restrictions, to ensure it does not interfere with the rights of senior lenders. For example, it may require that any new subordinated debt be subject to a subordination agreement or restrict the timing of interest payments. The core function of this clause is to protect senior creditors by ensuring that any new debt does not compromise their priority in repayment or increase their risk exposure.
New Subordinated Debt. Section 7.2 of the Credit Agreement is amended to add the following new subsection (b-2) immediately following subsection (b-1): "(b-2) indebtedness to be used for general corporate purposes and working capital only not exceeding an aggregate principal amount of $5,000,000 and subordinated to the Obligations pursuant to subordination agreements satisfactory to the Agent in its sole discretion, with the Borrower's obligation to pay such indebtedness being evidenced by instruments (which may be assigned) notifying any holder thereof of such subordination."
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New Subordinated Debt. (a) The Company will not issue any Debt securities in the capital markets on or after the Effective Date which rank pari passu with the Loans and the Swingline Loans made to the Company and the Reimbursement Obligations of the Company (determined without regard to the existence of the Lien on the Collateral created under the Collateral Documents) until the Company will have issued New Subordinated Debt for gross proceeds of not less than $350,000,000 in the aggregate. (b) The Company will not, and will not permit any Subsidiary to, enter into any amendment or waiver of any agreement or instrument governing any New Subordinated Debt (or any Guarantee thereof) which (i) would increase the interest rate, shorten the final maturity or the weighted average life, or change the subordination provisions of such New Subordinated Debt (or Guarantee thereof) or make any of the covenants or events of default applicable to such New Subordinated Debt (or Guarantee thereof) more restrictive than the covenants or events of default applicable under this Agreement or (ii) could otherwise be reasonably expected to have an adverse effect on the Banks, without in each case the prior written consent of the Required Banks. The Company will not enter into any amendment or waiver of the Escrow Agreement which (i) would alter the provisions regarding the deposit, withdrawal, application or investment of amounts on deposit therein (including without limitation the timing or amount of any such deposit or withdrawal) or the creation or termination or release of any Liens on amounts on deposit therein or (ii) could otherwise be reasonably expected to have an adverse effect on the Banks, without in each case the prior written consent of the Required Banks. (c) Neither the Company nor any Subsidiary will optionally prepay, redeem, purchase, acquire or make any other payment in respect of any New Subordinated Debt other than regularly scheduled payments of interest thereon.
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New Subordinated Debt. Within two (2) Business Days after the consummation of any transaction pursuant to which the Borrower or any subsidiary obtains unsecured Debt subordinated to the prior payment and performance of the Borrower's Obligations to the Revolving Credit Lenders, the Term Lenders, and the Note Lenders and on terms satisfactory to the Agent (as the case may be, an "Approved Subordinated Debt Transaction"), the Borrower shall apply an amount equal to one hundred percent (100%) of the Net Proceeds of such Approved Subordinated Debt Transaction to permanently reduce the Term Loan Obligations, the Revolving Credit Obligations, and the Note Obligations by forwarding such Net Proceeds (the "Subordinated Debt Net Proceeds") to the Agent and the Note Lenders in the respective percentages as set forth in Section 7 (e) of the Intercreditor Agreement. 52
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New Subordinated Debt. Borrower has requested to obtain up to an additional $9,250,000 in subordinated debt from various third parties (the “New Sub Debt”) and Bank is agreeable thereto subject to the following terms and conditions: (a) Such new indebtedness be made specifically subject to the terms and provisions of a subordination agreement or subordination provisions in form and substance acceptable to Bank in its sole discretion, the form of Supplement Indenture presented to Bank being sufficient for such purposes, and (b) no cash payments with respect to such new indebtedness shall be permitted as long as any Obligations remain outstanding (collectively the receipt by Borrower of such new subordinated debt pursuant to the foregoing terms and conditions is referred to herein collectively as the “New Sub Debt Transaction”).
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New Subordinated Debt. The Company has informed the Lenders pursuant to that certain term sheet dated as of July 31, 1997 (the "term sheet") that the Company is contemplating the issuance of Subordinated Debt following the effective date of this Amendment in an aggregate principal amount not to exceed $3,000,000 (the "Investor Subordinated Debt"). The Company has requested that the Lenders waive compliance with certain Sections of the Credit Agreement in order to permit the Company to issue the Investor Subordinated Debt. Section 6.12 of the Credit Agreement requires the Company to represent that none of the contracts or agreements between the Company and any of its Affiliates contain terms and conditions which are less favorable to the Company than would be usual and customary in similar contracts or agreements between non- affiliated Persons. The Company has requested that the Lenders waive compliance with Section 6.12 of the Credit Agreement to the extent that the Investor Subordinated Debt represents a contract or agreement which is prohibited thereby. In addition, Section 8.23 of the Credit Agreement prohibits the Company from entering into any contract, agreement or business arrangement with any Affiliate on terms or conditions which are less favorable to the Company than would be usual and customary in similar contracts, agreements or business arrangements between non-affiliated Persons. The Company has requested that the Lenders waive compliance with Section 8.23 to the extent that the issuance of the Investor Subordinated Debt would constitute a contract, agreement or business arrangement with an Affiliate which is prohibited thereby. Accordingly, provided the Investor Subordinated Debt is issued substantially upon the terms set forth in the term sheet, the Lenders hereby waive compliance with Sections 6.12 and 8.23 of the Credit Agreement to the extent and only to the extent that the issuance of Investor Subordinated Debt would otherwise be prohibited thereby. Except as indicated herein, the Company must comply with all of the terms and conditions of the Credit Agreement as currently in effect as amended by this amendment.
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New Subordinated Debt. As a condition precedent to the disbursement of any Loans, Parent shall receive cash proceeds of the issuance of subordinated notes of Parent (the "Subordinated Debt") and common stock of Parent in an aggregate amount of not less than $6,000,000, from Persons acceptable to the Lender in its Good Faith Business Judgment. The Subordinated Debt shall be on terms and in form and substance acceptable to Lender in its Good Faith Business Judgment.
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New Subordinated Debt. Agent shall have received satisfactory evidence that ▇▇▇▇▇▇, Inc. has concurrently with the closing of this Agreement provided notice to the trustee under the New Subordinated Debt Indenture in accordance with the terms of the New Subordinated Debt Indenture for the voluntary redemption of all outstanding New Subordinated Notes with a redemption closing date on or before the New Subordinated Debt Repayment Date.
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New Subordinated Debt. Evidence satisfactory to the Administrative Agent that the Company has received Subordinated Debt in an amount equal to or greater than $115,000,000 pursuant to its issuance of the Subordinated Notes, the Company and all other parties thereto shall have executed all Subordinated Debt Documents relating thereto and other documents and agreements satisfactory to the Administrative Agent, and all Subordinated Debt Documents, including, without limitation, those relating to the Subordinated Notes and the Remaining Harvard Obligations, shall have been delivered to the Administrative Agent and the Lenders and approved by the Required Lenders;
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New Subordinated Debt. Borrower shall have received a $3,000,000 loan from Paul I. Stevens which shall be on terms and conditions, in▇▇▇▇▇▇▇ ▇▇▇▇▇▇ination to the Indebtedness, satisfactory to Lender.
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Related to New Subordinated Debt

  • Securities Subordinate to Senior Debt The Company covenants and agrees, and each Holder of a Security, by its acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Article XII, the payment of the principal of and any premium and interest (including any Additional Interest) on each and all of the Securities are hereby expressly made subordinate and subject in right of payment to the prior payment in full of all Senior Debt.

  • Securities Subordinated to Senior Debt The Company covenants and agrees, and each Holder of Securities, by such Holder’s acceptance thereof, likewise covenants and agrees, that the Indebtedness represented by the Securities and the payment of the principal of and premium, if any, and interest, including Special Interest, if any, on each and all of the Securities is hereby expressly subordinated and junior, to the extent and in the manner set forth in this Section 5.01, in right of payment to the prior payment in full of all Senior Debt; provided, however, that the Securities, the Indebtedness represented thereby and the payment of the principal of and premium, if any, and interest, including Special Interest, if any, on the Securities in all respects shall rank equally with, or prior to, all existing and future Indebtedness of the Company that is expressly subordinated to any Senior Debt. (a) In the event of any payment or distribution of assets of the Company upon any dissolution, winding-up, liquidation or reorganization of the Company, whether in bankruptcy, insolvency, reorganization or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of the assets and liabilities of the Company or otherwise, the holders of all Senior Debt shall first be entitled to receive payment of the full amount due thereon in respect of all such Senior Debt and all other amounts due or provision shall be made for such amount in cash, or other payments satisfactory to the holders of Senior Debt, before the Holders of any of the Securities are entitled to receive any payment or distribution of any character, whether in cash, securities or other property, on account of the principal of or premium, if any, or interest, including Special Interest, if any, on the Securities. (b) In the event of any acceleration of Maturity of the Securities because of an Event of Default, unless the full amount due in respect of all Senior Debt is paid in cash or other form of payment satisfactory to the holders of Senior Debt, no payment shall be made by the Company with respect to the principal of, premium, if any, or interest, including Special Interest, if any, on the Securities or to acquire any of the Securities (including any conversion, redemption or cash repurchase pursuant to the exercise of the Fundamental Change Repurchase Right or otherwise), and the Company shall give prompt written notice of such acceleration to such holders of Senior Debt. (c) In the event of and during the continuance of any default in payment of the principal of or premium, if any, or interest on, rent or other payment obligations in respect of, any Senior Debt, unless all such payments due in respect of such Senior Debt have been paid in full in cash or other payments satisfactory to the holders of Senior Debt, no payment shall be made by the Company with respect to the principal of, premium, if any, or interest, including Special Interest, if any, on the Securities or to acquire any of the Securities (including any conversion, redemption, or cash repurchase pursuant to the exercise of the Fundamental Change Repurchase Right). The Company shall give prompt written notice to the Trustee of any default under any Senior Debt or under any agreement pursuant to which Senior Debt may have been issued. (d) In the event that, notwithstanding the foregoing provisions of Sections 5.01(a), 5.01(b) and 5.01(c), any payment on account of principal, premium, if any, or interest, including Special Interest, if any, on the Securities shall be made by or on behalf of the Company and received by the Trustee, by any Holder or by any Paying Agent (or, if the Company is acting as its own Paying Agent, money for any such payment shall be segregated and held in trust): (1) after the occurrence of an event specified in Section 5.01(a) or 5.01(b), then, unless all Senior Debt is paid in full in cash, or provision shall be made therefor; or (2) after the happening of an event of default of the type specified in Section 5.01(c) above, then, unless the amount of such Senior Debt then due shall have been paid in full, or provision made therefor or such event of default shall have been cured or waived, such payment (subject, in each case, to the provisions of Section 5.07 hereof) shall be held in trust for the benefit of, and shall be immediately paid over to, the holders of Senior Debt or their representative or representatives or the trustee or trustees under any indenture under which any instruments evidencing any of the Senior Debt may have been issued, as their interests may appear.

  • Securities Subordinate to Senior Indebtedness The Company covenants and agrees, and each Holder of a Security, by its acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Article, the payment of the principal of (and premium, if any) and interest (including any Additional Interest) on each and all of the Securities of each and every series are hereby expressly made subordinate and subject in right of payment to the prior payment in full of all Senior Indebtedness.

  • Securities Subordinated to Senior Indebtedness The Company and each Holder of a Security, by his acceptance thereof, agree that (a) the payment of the principal of, premium (if any) and interest on and any Additional Amounts with respect to each and all the Securities and (b) any other payment in respect of the Securities, including on account of the acquisition or redemption of Securities by the Company, is subordinated, to the extent and in the manner provided in such Security or in the supplemental indenture pursuant to which such Security is issued, to the prior payment in full of all Senior Indebtedness specified in such Security or in such supplemental indenture. Such subordination provisions shall constitute a continuing offer to all Persons who, in reliance upon such provisions, become holders of, or continue to hold, any of such Senior Indebtedness, and such provisions are made for the benefit of the holders of such Senior Indebtedness and any one or more of them may enforce such provisions. In the event that the Company shall default in the payment of any principal of (or premium, if any) or interest on any Senior Indebtedness of the Company when the same becomes due and payable, whether at maturity or at a date fixed for prepayment or by declaration or otherwise, then, upon written notice of such default to the Company by the holders of Senior Indebtedness or any trustee therefor, unless and until such default shall have been cured or waived or shall have ceased to exist, no direct or indirect payment (in cash, property, securities, by set-off or otherwise) shall be made or agreed to be made on account of the principal of or interest on any of the Securities, or in respect of any redemption, retirement, purchase or other acquisition of any of the Securities. In the event of (1) any insolvency, bankruptcy, receivership, liquidation, reorganization, readjustment, composition or other similar proceeding relating to the Company, its creditors or its property, (2) any proceeding for the liquidation, dissolution or other winding up of the Company, voluntary or involuntary, whether or not involving insolvency or bankruptcy proceedings, (3) any assignment by the Company for the benefit of creditors, or (4) any other marshalling of the assets of the Company, all Senior Indebtedness of the Company (including any interest thereon accruing after the commencement of any such proceedings) shall first be paid in full before any payment or distribution, whether in cash, securities or other property, shall be made to any Holder of any of the Securities on account thereof. Any payment or distribution, whether in cash, securities or other property (other than securities of the Company or any other corporation provided for by a plan of reorganization or readjustment the payment of which is subordinate, at least to the extent provided in these subordination provisions with respect to the indebtedness evidenced by the Securities, to the payment of all Senior Indebtedness of the Company at the time outstanding and to any securities issued in respect thereof under any such plan of reorganization or readjustment), which would otherwise (but for these subordination provisions) be payable or deliverable in respect of the Securities of any series shall be paid or delivered directly to the holders of Senior Indebtedness of the Company in accordance with the priorities then existing among such holders until all Senior Indebtedness of the Company (including any interest thereon accruing after the commencement of any such proceedings) shall have been paid in full. In the event that, notwithstanding the foregoing, any payment or distribution of any character or any security, whether in cash, securities or other property (other than securities of the Company or any other corporation provided for by a plan of reorganization or readjustment the payment of which are subordinate, at least to the extent provided in these subordination provisions with respect to the indebtedness evidenced by the Securities, to the payment of all Senior Indebtedness of the Company at the time outstanding and to any securities issued in respect thereof under any such plan or reorganization or readjustment), shall be received by the Trustee or any Holder in contravention of any of the terms hereof such payment or distribution or security shall be received in trust for the benefit of, and shall be paid over or delivered and transferred to, the holders of the Senior Indebtedness of the Company at the time outstanding in accordance with the priorities then existing among such holders for application to the payment of all Senior Indebtedness of the Company remaining unpaid, to the extent necessary to pay all such Senior Indebtedness of the Company in full. In the event of the failure of the Trustee or any Holder to endorse or assign any such payment, distribution or security, each holder of Senior Indebtedness of the Company is hereby irrevocably authorized to endorse or assign the same. No present or future holder of any Senior Indebtedness of the Company shall be prejudiced in the right to enforce subordination of the indebtedness evidenced by the Securities by any act or failure to act on the part of the Company. Senior Indebtedness of the Company shall not be deemed to have been paid in full unless the holders thereof shall have received cash, securities or other property equal to the amount of such Senior Indebtedness of the Company then outstanding. Upon the payment in full of all Senior Indebtedness of the Company, the Holders of Securities of each series shall be subrogated to all rights of any holders of Senior Indebtedness of the Company to receive any further payments or distributions applicable to the Senior Indebtedness of the Company until the indebtedness evidenced by the Securities of such series shall have been paid in full, and such payments or distributions received by such Holders, by reason of such subrogation, of cash, securities or other property which otherwise would be paid or distributed to the holders of Senior Indebtedness of the Company, shall, as between the Company and its creditors other than the holders of Senior Indebtedness of the Company, on the one hand, and such Holders, on the other hand, be deemed to be a payment by the Company on account of Senior Indebtedness of the Company, and not on account of the Securities of such series. The Trustee and Holders will take such action (including, without limitation, the delivery of this Indenture to an agent for the holders of Senior Indebtedness of the Company or consent to the filing of a financing statement with respect thereto) as may, in the opinion of counsel designated by the holders of a majority in principal amount of the Senior Indebtedness of the Company at the time outstanding, be necessary or appropriate to assure the effectiveness of the subordination effected by these provisions.

  • Modification of Indenture with Consent of Holders of Debt Securities The first paragraph of Section 9.02 of the Original Indenture is hereby amended and restated in its entirety, but only in relation to the Notes, as follows: “Without notice to any Holder but with the consent (evidenced as provided in Section 8.01) of the Holders of not less than a majority in aggregate principal amount of the Outstanding Debt Securities of each series affected by such supplemental Indenture (including consents obtained in connection with a tender offer or exchange offer for any such series of Debt Securities), the Partnership and the Subsidiary Guarantors, when authorized by resolutions of the Board of Directors, and the Trustee may from time to time and at any time enter into an Indenture or Indentures supplemental hereto (which shall conform to the provisions of the TIA as in force at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental Indenture or of modifying in any manner the rights of the Holders of the Debt Securities of such series; provided, with respect to amending the Indenture as to matters that require the consent of the Holders of not less than a majority in aggregate principal amount of all Debt Securities of each series that would be affected by such amendment, the Notes and any Additional Notes shall vote together as a single class with any future series of the Partnership’s senior Debt Securities (unless otherwise provided in the prospectus relating to such future series of senior Debt Securities) and any other series of the Partnership’s senior Debt Securities then Outstanding which are entitled by their terms to vote on the amendment in question; provided further, that no such supplemental Indenture, without the consent of the Holders of each Debt Security so affected, shall: reduce the percentage in principal amount of Debt Securities of any series whose Holders must consent to an amendment; reduce the rate of or extend the time for payment of interest on any Debt Security; reduce the principal of or extend the Stated Maturity of any Debt Security; reduce any premium payable upon the redemption of any Debt Security or change the time at which any Debt Security may or shall be redeemed in accordance with Article III; make any Debt Security payable in currency other than the Dollar; impair the right of any Holder to receive payment of premium, if any, principal of and interest on such Holder’s Debt Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Debt Securities; release any security that may have been granted in respect of the Debt Securities, other than in accordance with this Indenture; make any change in Section 6.06 or this Section 9.02; or, except as provided in Section 11.02(b) or Section 14.04, release the Subsidiary Guarantors other than as provided in this Indenture or modify the Guarantee in any manner adverse to the Holders.”