Subordination Contract Clauses (897)

Subordination. The Collateral Agent and the Investors understand that the security interests granted herein are junior to the security interests of the Convertible Debt Lenders under the Convertible Debt Facility. The Investors understand and agree that RBT and a Majority in Interest of the Investors may amend the terms of this Security Agreement in the future, and that such amendments could provide that loans incurred by the Company in the future ("Future Loans") and the security interests in the Collateral a...nd the Mortgages (as defined in the Purchase Agreement) that may be granted under such future loans (collectively, "Future Security Interests") be senior to the obligations under the Notes and the security interests granted hereunder and under the Mortgages. If RBT and a Majority in Interest of the Investors agree to so amend this Security Agreement to effect such Future Loan transactions, each Investor agrees to enter into such agreements as are reasonably requested by RBT and a Majority in Interest to subordinate the Obligations and the security interests granted hereunder and under the Mortgages to the obligations and Future Security Interests arising under the Future Loans. -5- 4. Release of Releasable Assets. If a Majority in Interest of the Investors provide their prior written consent to the sale, which consent may not be withheld unreasonably, the Collateral Agent shall take all actions reasonably required to release and terminate the Collateral Agent's Lien and Mortgage (as defined in the Purchase Agreement) on any Releasable Assets that have been sold by RBT or the SRB Holding Company (as defined below) or for which RBT or the SRB Holding Company has entered into an agreement to sell such assets. Such release and termination shall be effective immediately upon such sale. So long as no Event of Default is then continuing, if RBT establishes an operating facility outside of the United States using the Lake Charles Assets, enters into a joint venture using the Lake Charles Assets, sells all or any portion of the Lake Charles Assets or enters into an agreement to do the same, Collateral Agent's Lien on such Lake Charles Assets shall immediately and automatically terminate. RBT may take all necessary actions to reflect the foregoing, including without limitation the filing of any termination statements and the recording of any modification to a Mortgage. The Collateral Agent and the Investors shall cooperate with RBT and execute any documents reasonably requested by RBT to effect the foregoing. If any of the Releasable Assets are sold by RBT or the SRB Holding Company, the Collateral Agent may require RBT to, subject to the Convertible Debt Facility, prepay any portion of the Notes from the net proceeds actually received by RBT or the SRB Holding Company in such transaction, but only after application of the portion of such proceeds required to satisfy tax obligations or obligations under mechanics' liens. View More

Subordination. 16.1 Subordination. This Lease shall be subject and subordinate to all ground or underlying leases, mortgages and deeds of trust ("Superior Interests") that now or may hereafter affect or encumber the Building or the Property (including Superior Interests encumbering the leasehold estate in any ground lease or leases) and to all renewals, modifications, consolidations, replacements and extensions thereof, unless the holder of a Superior Interest elects to subordinate its Superior Interest to thi...s Lease. Within ten (10) days after request by Landlord or the holder of any Superior Interest, Tenant shall execute documents to confirm the subordination or superiority of this Lease to any Superior Interest. Upon request, Tenant shall attorn to any successor to Landlord's interest in this Lease without any offsets or defenses which Tenant might have against any prior Landlord. 16.2 Notice and Cure Rights. No notice from Tenant to Landlord of a Landlord default shall be effective unless and until a copy of the same is given to the holder of any Superior Interest of which Tenant has been notified, and the curing of any of Landlord's defaults by the holder of such Superior Interest within a reasonable time after receipt of such notice from Tenant shall be treated as timely performance by Landlord. View More

Subordination. Except as otherwise expressly provided in the Plan, this Confirmation Order, or a separate order of this Bankruptcy Court, the classification and manner of satisfying all Claims or Interests under the Plan takes into consideration all subordination rights, whether arising by contract or under general principles of equitable subordination, section 510 of the Bankruptcy Code, or otherwise. All subordination rights that a holder of a Claim or Interest may have with respect to any distribution to be... made under the Plan shall be discharged and terminated and all actions related to the enforcement of such subordination rights shall be enjoined permanently. Accordingly, the distributions under the Plan to the holders of Allowed Claims will not be subject to payment of a beneficiary of such subordination rights, or to levy, garnishment, attachment, or other legal process by a beneficiary of such terminated subordination rights. View More

Subordination. This lease shall be subject and subordinate to any and all mortgages and other instruments in the nature of a mortgage, now or at any time hereafter, and LESSEE shall, when requested, promptly execute and deliver such written instruments as shall be necessary to show the subordination of this lease to said mortgages or other such instruments in the nature of a mortgage.

Subordination. The Obligations evidenced by this Note are hereby expressly subordinated in right of payment to the prior payment in full of all of the Company's Senior Credit Facility and any Liens on property of the Company in favor of Lender are hereby expressly subordinated in priority to any Liens on the Company's property in favor of any holder of debt under the Senior Credit Facility, in accordance with the Subordination Agreement. The Obligations evidenced by this Note are pari passu with the Obligation...s evidenced by those (a) Junior Secured Convertible Promissory Notes, dated as of March 11, 2015, as amended, in the aggregate principal amount of $3 million issued pursuant to the Junior Secured Convertible Note Purchase Agreement, dated as of March 11, 2015, by and among the Company and the investors named therein and (b) Junior Secured Convertible Promissory Notes, dated as of December 16, 2015, as amended, in the aggregate principal amount of $2.5 million issued pursuant to the Junior Secured Convertible Note Purchase Agreement, dated as of December 16, 2015, by and among the Company and the investors named therein. View More

Subordination. 2.1 Subordination of Subordinated Debt to Senior Debt. 2.2 Liquidation, Dissolution, Bankruptcy. 2.4 Subordinated Debt Standstill Provisions. 2.5 Incorrect Payments. 2.6 Subordination of Liens and Security Interests; Agreement Not to Contest; Agreement to Release Liens. 2.7 Application of Proceeds from Sale or other Disposition of the Collateral. 2.9 Legends. 3.1 Modifications to Senior Debt Documents. 3.2 Modifications to Subordinated Debt Documents.

Subordination. (a) Lender agrees that the obligations represented by this Note shall be in all respects subordinate in payment and junior in priority to all indebtedness, liabilities and other obligations (collectively, the "Senior Debt" and the holders of such Senior Debt, the "Senior Creditors") owing under the Senior Credit Agreement and the other agreements, instruments and documents executed and delivered in connection therewith, as amended, modified or increased (collectively, the "Senior Debt Documents"...). (b) Until all Senior Debt shall have been paid in full in cash and all commitments to advance Senior Debt have terminated, (i) no payment may be made on this Note, whether of principal or interest or other obligations, at any time that the "Effective Advance Rate" (as defined in the Senior Debt Documents) exceeds 95% or an "Event of Default" (as defined in the Senior Debt Documents) exists, (ii) the Lender shall not (A) take any action or exercise any remedy against the Borrower under this Note (other than the imposition of the default rate of interest as set forth herein); or (B) commence, or join with any other creditor of the Borrower in commencing any insolvency or similar proceeding against the Borrower (iii) the Lender waives all rights of subrogation, reimbursement and any similar rights with respect to the indebtedness evidenced by this Note and (iv) any and all liens and security interests of Lender in any collateral shall be and hereby are subordinated for all purposes and in all respects to the liens and security interests of the Senior Creditors in such collateral, whether or not valid or perfected, regardless of the time, manner or order of attachment, grant or perfection of any such liens and security interests and regardless of any provision of the Uniform Commercial Code of any jurisdiction or any other law or any other circumstance. (c) In case any funds shall be paid or delivered to the Lender in violation hereof, such funds shall be held in trust by the Lender for, and paid and delivered to, the Senior Creditors (in the form received, together with any necessary endorsements) upon demand. (d) The priority of the Senior Debt (whether or not such amounts are deemed allowable or recoverable) set forth above shall continue during any insolvency, receivership, bankruptcy, dissolution, liquidation, or reorganization proceeding, or in any other proceeding, whether voluntary or involuntary, by or against the Borrower, under any bankruptcy or insolvency law or laws. (e) The Lender expressly waives all notice of the acceptance by any Senior Creditor of the subordination and other provisions of this Note. Without limitation of the foregoing, the Senior Creditors (including, without limitation, the Administrative Agent under the Senior Credit Agreement) are express third party beneficiaries of the terms and conditions contained in this Section 12 and shall be entitled to enforce such terms and conditions directly, as if they were parties to this Note. Furthermore, until all Senior Debt shall have been paid in full in cash and all commitments to advance Senior Debt have terminated, this Section 12 may not be amended, restated, supplemented or otherwise modified without the prior written consent of the Administrative Agent and the Required Lenders (as defined in the Senior Credit Agreement). View More

Subordination. This Lease shall be subject and subordinate at all times to (a) all ground leases or underlying leases that may now exist or hereafter be executed affecting the Premises or any portion thereof, (b) the lien of any mortgage, deed of trust or other security instrument that may now exist or hereafter be executed in any amount for which the Premises or any portion thereof, any ground leases or underlying leases, or Landlord's interest or estate therein is specified as security, and (c) all modificat...ions, renewals, supplements, consolidations and replacements thereof. If any ground lease or underlying lease terminates for any reason or any mortgage, deed of trust or other security instrument is foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant, notwithstanding any subordination, shall attorn to and become the tenant of the successor in interest to Landlord at the option of such successor in interest. If any mortgage is foreclosed, or Landlord's interest under this Lease is conveyed or transferred in lieu of foreclosure: neither the mortgagee nor any person or entity acquiring title to the Property as a result of foreclosure or trustee's sale, nor any successor or assign of either of the foregoing, shall be (i) liable for any default by Landlord, (ii) bound by or liable for any payment of Rent which may have been made more than thirty (30) days before the due date of such installment, (iii) subject to any defense or offset which Tenant may have to the payment of Rent or other performance under this Lease arising from any default by Landlord, or (iv) bound by any amendment or modification to this Lease made without the consent of such mortgagee if such mortgagee's consent thereto is required. The provisions of this Section shall be self-operative and no further instrument shall be required to effect the provisions of this Section. Notwithstanding the foregoing, within ten (10) days following request by Landlord, Tenant agrees to execute any documents reasonably required to effectuate the foregoing subordination or such other reasonable and customary subordination, non-disturbance and attornment agreement submitted by Landlord to Tenant ("SNDA"), which documents may contain such other terms as any mortgagee or prospective mortgagee may reasonably require, or to make this Lease prior to the lien of any mortgage, deed of trust or underlying lease, as the case may be. View More

Subordination. (a)Except as may be otherwise specifically provided for in the Loan Agreement with respect to Permitted Distributions, any indebtedness of Borrower to Guarantor, now or hereafter existing together with any interest thereon shall be, and such indebtedness is, hereby deferred, postponed and subordinated to the prior, full payment and satisfaction of all Obligations of Borrower to the Agent and the Lenders. (b)Except as may be otherwise specifically provided for in the Loan Agreement with respect t...o Permitted Distributions, at all times until the full payment and satisfaction of the Obligations of Borrower to Agent and the Lenders with respect to the Loan and other Obligations (and including interest accruing on the Loan after the commencement of a case by or against Borrower under any Debtor Relief Laws now or hereafter in effect, which interest the parties agree shall remain a claim that is prior and superior to any claim of Guarantor or any affiliated entity notwithstanding any contrary practice, custom or ruling in cases under the Debtor Relief Laws, as now or hereafter in effect, generally), Guarantor agrees not to accept any payment or satisfaction for any kind of indebtedness of Borrower to Guarantor while any Event of Default is in existence, and hereby assigns such indebtedness to Agent to secure the Guaranteed Obligations, on behalf of the Lenders, including, but not limited to, the right to file proofs of claim and to vote thereon in connection with any such case under any Debtor Relief Laws in which Borrower is the debtor, as now or hereafter in effect, and the right to vote on any plan of reorganization of Borrower. (c)Any mortgage, security interest, lien or charge on the Collateral, all rights therein and thereto, and on the revenue and income to be realized therefrom, which Guarantor, or any affiliated entity, may have or obtain as security for any loans, advances, indebtedness or costs, shall be, and such mortgage, security interest, lien or charge hereby is, subordinated to the full payment and satisfaction of all Obligations of Borrower to Agent and the Lenders. View More

Subordination. (a) In the event that Guarantor shall advance or become obligated to pay any sums under this Guaranty or in the event that for any reason whatsoever the Borrower is now, or shall hereafter become, indebted to Guarantor, Guarantor agrees that (i) the amount of such sums and of such indebtedness and all interest thereon shall at all times be subordinate as to lien, the time of payment and in all other respects to the indefeasible payment in full of all Obligations (other than contingent indemnific...ation obligations) of the Borrower under the Credit Documents, and (ii) Guarantor shall not be entitled to enforce or receive payment thereof until all such Obligations have been paid in full. Nothing herein contained is intended or shall be construed to give Guarantor any additional right of subrogation in or under the Credit Documents or any additional right to participate in any way therein, or in the right, title or interest of the Lender in or to any Collateral, notwithstanding any payments made by Guarantor under this Guaranty, until the indefeasible payment in full with respect to all Obligations of the Borrower under the Credit Documents (other than contingent indemnification obligations). If any amount shall be paid to Guarantor on account of such subrogation rights at any time when any such Obligations shall not have been fully paid, the Guarantor shall promptly pay such amount to the Administrative Agent for the benefit of the Lender. 2 (b) The Guarantor hereby agrees that it will not institute against, or join any other Person in instituting against, the Borrower any bankruptcy, insolvency or similar proceeding until one (1) year and one (1) day since the last day on which any Obligations of the Borrower under the Credit Agreement shall have been outstanding. View More