Common use of Subordination of Remedies Clause in Contracts

Subordination of Remedies. As long as any Senior Debt shall remain outstanding and unpaid, following the occurrence and during the continuance of any Event of Default with respect to any Senior Debt and the Subordinated Creditor for Subordinated Debt shall have received written notice from the Agent, each Subordinated Creditor shall not, without the prior written consent of the Agent: (a) accelerate, make demand, or otherwise make due and payable prior to the original due date thereof any Subordinated Debt or bring suit or institute any other actions or proceedings to enforce its rights or interests in respect of the obligations of any other Subordinated Creditor owing to such Subordinated Creditor; (b) exercise any rights under or with respect to guaranties of the Subordinated Debt, if any; (c) exercise any rights to set-offs and counterclaims in respect of any indebtedness, liabilities, or obligations of such Subordinated Creditor to any other Subordinated Creditor against any of the Subordinated Debt; or (d) commence, or cause to be commenced, or join with any creditor other than the Agent and the Lenders in commencing, any bankruptcy, insolvency, or receivership proceeding against the other Subordinated Creditor.

Subordination of Remedies. As long as any Until all Senior Debt has been repaid in full and all Commitments by the Lender Group to extend credit under the Credit Agreement shall remain outstanding and unpaidhave been irrevocably terminated, following the occurrence and during the continuance of any Event of Default with respect to any Senior Debt and the Subordinated Creditor for Subordinated Debt shall have received written notice from the Agentuntil such Event of Default is cured or waived, each Subordinated Creditor shall notno Obligor shall, without the prior written consent of the Agent: (a) accelerate, make demand, or otherwise make due and payable prior to the original due date thereof any Subordinated Debt or bring suit or institute any other actions or proceedings to enforce its rights or interests in respect of the obligations of any other Subordinated Creditor Obligor owing to such Subordinated CreditorObligor; (b) exercise any rights under or with respect to guaranties of the Subordinated Debt, if any; (c) exercise any rights to set-offs and counterclaims in respect of any indebtedness, liabilities, or obligations of such Subordinated Creditor Obligor to any other Subordinated Creditor Obligor against any of the Subordinated Debt; or (d) commence, or cause to be commenced, or join with any creditor other than the Agent and the Lenders or any Lender in commencing, any bankruptcy, insolvency, or receivership proceeding against the other Subordinated CreditorObligor.

Subordination of Remedies. As long as any Until the Discharge of Senior Debt shall remain outstanding and unpaidhas occurred, following the occurrence and during the continuance of whether or not any Insolvency Event of Default with respect to any Senior Debt and the Subordinated has occurred, no Creditor for Subordinated Debt shall have received written notice from the Agent, each Subordinated Creditor shall notObligor shall, without the prior written consent of the Purchaser Agent: (ai) accelerate, make demand, or otherwise make due and payable prior to the original due date thereof any Subordinated Debt or bring suit or institute any other actions or proceedings to enforce its such Obligor’s rights or interests in respect of the obligations of Subordinated Debt or (ii) terminate, delay performance, or take such other action to effect the foregoing in connection with any other Subordinated rights such Creditor owing to Obligor may have under the respective agreement or contract evidencing such Subordinated CreditorDebt; (b) b. exercise any rights under or with respect to guaranties of the Subordinated Debt, if any; (c) c. exercise any rights to set-offs and counterclaims in respect of any indebtednessIndebtedness, liabilities, or obligations of such Subordinated Creditor Obligor to any other Subordinated Creditor Debtor Obligor against any of the Subordinated Debt; or (d) d. commence, or cause to be commenced, or join with any creditor other than the Purchaser Agent and or the Lenders Purchasers, in commencing, any bankruptcy, insolvencyInsolvency Proceeding, or receivership proceeding against the other Subordinated Creditorany Debtor Obligor.

Subordination of Remedies. As long as any Until all Senior Debt shall remain outstanding has been repaid in full, in cash or cash equivalents, and unpaidall commitments of Agent to extend credit under the Credit Agreement and the Other Documents have been irrevocably terminated, following the occurrence and during the continuance of any Default or Event of Default with respect to any Senior Debt and the Subordinated Creditor for Subordinated Debt shall have received written notice from the Agentuntil such Default or Event of Default is cured or waived, each Subordinated Creditor Obligor shall not, without the prior written consent of the Agent: (a) accelerate, make demand, or otherwise make due and payable prior to the original due date thereof any Subordinated Debt or bring suit or institute any other actions or proceedings to enforce its rights or interests in respect of the obligations of any other Subordinated Creditor Obligor owing to such Subordinated CreditorObligor; (b) exercise any rights under or with respect to guaranties of the Subordinated Debt, if any; (c) exercise any rights to set-offs and counterclaims in respect of any indebtedness, liabilities, or obligations of such Subordinated Creditor Obligor to any other Subordinated Creditor Obligor against any of the Subordinated Debt; or (d) commence, or cause to be commenced, or join with any creditor other than the Agent and the Lenders in commencing, any bankruptcy, insolvency, or receivership proceeding against the any other Subordinated CreditorObligor.

Subordination of Remedies. As long as any Senior Debt shall remain outstanding and unpaid, following upon the occurrence and during the continuance of any Event of Default with respect to any Senior Debt and the Subordinated Creditor until such Event of Default is cured or waived, except for Subordinated Debt shall have received written notice from Payments made (i) to a Borrower or (ii) in connection with any transaction permitted under Section 7.3(a) of the AgentLoan Agreement, each Subordinated Creditor shall notno Obligor shall, without the prior written consent of the Agent: (a) accelerate, make demand, or otherwise make due and payable prior to the original due date thereof any Subordinated Debt or bring suit or institute any other actions or proceedings to enforce its rights or interests in respect of the obligations any Subordinated Debt of any other Subordinated Creditor Obligor owing to such Subordinated CreditorObligor; (b) exercise any rights under or with respect to any guaranties of the Subordinated Debt, if any; (c) exercise any rights to set-offs and counterclaims in respect of any indebtedness, liabilities, or obligations of such Subordinated Creditor Obligor to any other Subordinated Creditor Obligor against any of the Subordinated Debt; or (d) commence, or cause to be commenced, or join with any creditor other than the Agent and or the Lenders in commencing, any bankruptcy, insolvency, or receivership proceeding against the any other Subordinated CreditorObligor.

Subordination of Remedies. As long Until all Senior Debt, as applicable to each Obligor, has been repaid in full, in cash or cash equivalents, and all commitments of Agent or any Senior Debt shall remain outstanding and unpaid, following member of the occurrence and during Credit Parties to extend credit under the continuance of any Event of Default with respect to any Senior Debt Credit Agreements and the Subordinated Creditor for Subordinated Debt shall other Loan Documents have received written notice from the Agentbeen irrevocably terminated, each Subordinated Creditor such Obligors shall not, after a Liquidity Trigger Event, without the prior written consent of the Agent: (a) accelerate, make demand, or otherwise make due and payable prior to the original due date thereof any Subordinated Debt or bring suit or institute any other actions or proceedings to enforce its rights or interests in respect of the obligations of any other Subordinated Creditor Obligor owing to such Subordinated CreditorObligor; (b) exercise any rights under or with respect to guaranties of the Subordinated DebtDebt by any Obligor, if any; (c) exercise any rights to set-offs and counterclaims in respect of any indebtedness, liabilities, or obligations of such Subordinated Creditor Obligor to any other Subordinated Creditor Obligor against any of the Subordinated Debt; or (d) commence, or cause to be commenced, or join with any creditor other than a member of the Agent and the Lenders Credit Parties in commencing, any bankruptcy, insolvency, or receivership proceeding against the any other Subordinated CreditorObligor.

Subordination of Remedies. As long as any Until all Senior Debt shall remain outstanding has been repaid in full, in cash or cash equivalents, and unpaidall commitments of Lender to extend credit under the Loan Agreement and the other Loan Documents have been irrevocably terminated, following the occurrence and during the continuance of any Event of Default with respect to any Senior Debt and the Subordinated Creditor for Subordinated Debt shall have received written notice from the Agentuntil such Event of Default is cured or waived, each Subordinated Creditor Obligor shall not, without the prior written consent of the AgentLender: (a) accelerate, make demand, or otherwise make due and payable prior to the original due date thereof any Subordinated Debt or bring suit or institute any other actions or proceedings to enforce its rights or interests in respect of the obligations of any other Subordinated Creditor Obligor which is a Loan Party owing to such Subordinated CreditorObligor; (b) exercise any rights under or with respect to guaranties of the Subordinated Debt, if any; (c) exercise any rights to set-offs and counterclaims in respect of any indebtedness, liabilities, or obligations of such Subordinated Creditor Obligor to any other Subordinated Creditor Obligor against any of the Subordinated Debt; or (d) commence, or cause to be commenced, or join with any creditor other than the Agent and the Lenders Lender in commencing, any bankruptcy, insolvency, or receivership proceeding against the any other Subordinated CreditorObligor which is a Loan Party.

Subordination of Remedies. As After the Discharge of Credit Agreement Obligations, as long as any Senior Debt shall remain outstanding and unpaid, following upon the occurrence and during the continuance of any Event of Default with respect to any Senior Debt and the Subordinated Creditor until such Event of Default is cured or waived, except for Subordinated Debt shall have received written notice from Payments made in connection with any transaction permitted under Section 5.01 of the AgentIndenture, each Subordinated Creditor shall notno Obligor shall, without the prior written consent of the AgentTrustee: (a) accelerate, make demand, or otherwise make due and payable prior to the original due date thereof any Subordinated Debt or bring suit or institute any other actions or proceedings to enforce its rights or interests in respect of the obligations any Subordinated Debt of any other Subordinated Creditor Obligor owing to such Subordinated CreditorObligor; (b) exercise any rights under or with respect to any guaranties of the Subordinated Debt, if any; (c) exercise any rights to set-offs and counterclaims in respect of any indebtedness, liabilities, or obligations of such Subordinated Creditor Obligor to any other Subordinated Creditor Obligor against any of the Subordinated Debt; or (d) commence, or cause to be commenced, or join with any creditor other than Trustee or the Agent and the Lenders Noteholders in commencing, any bankruptcy, insolvency, or receivership proceeding against the any other Subordinated CreditorObligor.