Common use of Certain Debts Clause in Contracts

Certain Debts. (a) The Guarantor will not accept any loans, dividend payments, other disbursements, or unreasonable salary (as determined by the Administration) from the Borrower. In addition, the Guarantor will not authorize any loan, dividend payment, other disbursement, or unreasonable salary to be paid by the Borrower to any other equity holder in the Borrower or to any relative of any equity holder in the Borrower, including the Guarantor. (b) The Guarantor hereby subordinates the payment of principal, interest, and any other amounts due on any current or future indebtedness owed by the Borrower to the Guarantor (the “Company Debt”) to the prior payment in full of the Guarantor’s Obligations and agree that all of the right and interest of the Guarantor in the Company Debt shall at all times be subordinate to the right and interest of the Administration in the Guarantor’s Obligations. (c) The Guarantor will not demand or accept, and the Borrower will not offer or make, directly or indirectly, by setoff, redemption, or otherwise, any payment on any part of the Company Debt until the full amount of the Guarantor’s Obligations has been received by the Administration in cash. (d) Any payment of Company Debt received by the Guarantor that is prohibited under this Agreement shall be held by the Guarantor in trust for the Administration. If the Guarantor fails to endorse any such payment where necessary or appropriate, the Guarantor hereby irrevocably appoints the Administration as attorney-in-fact for the Guarantor, with full power to make any such endorsement and with full power of substitution. (e) Until the full amount of the Guarantor’s Obligations has been received in cash by the Administration, the Guarantor shall not, without the prior written consent of the Administration, (i) accelerate the maturity of any of the Company Debt, (ii) exercise any rights or remedies or take any action to collect or enforce any of the Company Debt, (iii) join with any other creditors of the Borrower in filing any petition commencing any action described in Section 7(e) against or in respect of the Borrower, (iv) sell, assign, transfer, or otherwise dispose of any part of the Company Debt, (v) accept any collateral or security for the Company Debt, (vi) amend or modify any instrument or agreement evidencing, creating, or executed in connection with any part of the Company Debt, or (vii) create additional Company Debt. (f) The Guarantor shall maintain proper books and records concerning the Company Debt and shall permit the Administration to inspect and photocopy those books and records or any instrument evidencing or creating any of the Company Debt.