Common use of Junior Debt Clause in Contracts

Junior Debt. (a) Until the Senior Discharge Date: (i) no Subordinated Creditor shall demand or receive and no Subordinated Borrower shall (and the Company shall ensure that no other Relevant Person or member of the Group will) make, any payment, repayment or prepayment of any principal, interest or other amount on or in respect of, or any distribution in respect of, or any redemption, purchase or defeasance of, any Junior Debt in cash or in kind, except as permitted by ▇▇▇▇▇▇ 2.2 (Permitted Payments), Clause 2.3 (Restrictions on enforcement by the Subordinated Creditors) or Clause 5.2 (Filing of claims); (ii) no Subordinated Creditor shall apply any money or property in or towards discharge of, and no Subordinated Borrower shall (and the Company shall ensure that no other Relevant Person or member of the Group will) redeem, purchase or defease, any Junior Debt, except as permitted by Clause 2.2 (Permitted Payments), Clause 2.3 (Restrictions on enforcement by the Subordinated Creditors) or Clause 5.2 (Filing of claims); (iii) no Subordinated Creditor or Subordinated Borrower shall exercise any set-off against any Junior Debt, except as permitted by Clause 2.2 (Permitted Payments), Clause 2.3 (Restrictions on enforcement by the Subordinated Creditors) or Clause 5.2 (Filing of claims); (iv) no Subordinated Creditor shall permit to subsist or receive, and no Subordinated Borrower shall (and the Company shall ensure that no other Relevant Person or member of the Group will) create or permit to subsist any Security, or any guarantee, for, or in respect of, any Junior Debt (in each case save to the extent granted by a person which is not a Relevant Person or a member of the Group); (v) no Subordinated Creditor shall claim or rank as a creditor in the insolvency, winding-up, bankruptcy or liquidation of any Subordinated Borrower other than in accordance with Clause 2.3 (Restrictions on enforcement by the Subordinated Creditors) or Clause 5.2 (Filing of claims); (vi) no Junior Party shall take or omit to take any action whereby the ranking and/or subordination contemplated by this Agreement may be impaired; (vii) no Junior Party shall permit any Junior Debt to be evidenced by a negotiable instrument; (viii) no Junior Party shall convert any Junior Debt into shares of any Subordinated Borrower unless: (A) that issuance of shares constitutes a Permitted Share Issue; and (B) to do so would not result in the occurrence of a Default or a Change of Control; and (ix) the Parent shall ensure that none of its Subsidiaries purchases or acquires any Junior Debt unless it is party to this Agreement as a Subordinated Creditor. (b) Paragraph (a) above does not apply to any action taken with the prior consent of the Agent.

Junior Debt. (a) Until the Senior Discharge Date: (i) no Subordinated Creditor Junior Finance Party shall demand or receive receive, and no Subordinated Borrower Obligor shall (and the Company Obligors shall ensure that no other Relevant Person or member of the Group will) make, any payment, repayment or prepayment of any principal, interest or other amount on or in respect of, or any distribution in respect of, or any redemption, purchase or defeasance of, any Junior Debt in cash or in kind, except as permitted by ▇▇▇▇▇▇ Clause 2.2 (Permitted Payments), Clause 2.3 (Restrictions on enforcement by the Subordinated Creditors) or Clause 5.2 (Filing of claims); (ii) no Subordinated Creditor Junior Finance Party shall apply any money or property in or towards discharge of, and no Subordinated Borrower Obligor shall (and the Company Obligors shall ensure that no other Relevant Person or member of the Group will) redeem, purchase or defease, any Junior Debt, except as permitted by Clause 2.2 (Permitted Payments), Clause 2.3 (Restrictions on enforcement by the Subordinated Creditors) or Clause 5.2 (Filing of claims); (iii) no Subordinated Creditor Junior Finance Party or Subordinated Borrower Obligor shall (and the Obligors shall ensure that no member of the Group will) exercise any set-off against any Junior Debt, except as permitted by Clause 2.2 (Permitted Payments), Clause 2.3 (Restrictions on enforcement by the Subordinated Creditors) or Clause 5.2 (Filing of claims); (iv) no Subordinated Creditor Junior Finance Party shall permit to subsist or receive, and no Subordinated Borrower Obligor shall (and the Company Obligors shall ensure that no other Relevant Person or member of the Group will) create or permit to subsist any Security, or any guarantee, for, or in respect of, any Junior Debt (in each case save to the extent granted by a person which is not a Relevant Person or a member of the Group)Debt; (v) no Subordinated Creditor Junior Finance Party shall claim or rank as a creditor in the insolvency, winding-up, bankruptcy or liquidation of any Subordinated Borrower Obligor or any member of the Group other than in accordance with Clause 2.3 (Restrictions on enforcement by the Subordinated Creditors) or Clause 5.2 (Filing of claims); (vi) no Junior Finance Party or Obligor shall (and the Obligors shall ensure that no member of the Group will) take or omit to take any action whereby the ranking and/or subordination contemplated by this Agreement may be impaired; (vii) no Junior Finance Party or Obligor shall (and the Obligors shall ensure that no member of the Group will) permit any Junior Debt to be evidenced by a negotiable instrument; (viii) no Junior Finance Party or Obligor shall (and the Obligors shall ensure that no member of the Group will) convert any Junior Debt into shares of any Subordinated Borrower unless: (A) that issuance of shares constitutes a Permitted Share Issue; and (B) to do so would not result in the occurrence of a Default Obligor or a Change member of Controlthe Group; and (ix) the Parent no Junior Finance Party and no Subsidiary of a Junior Finance Party shall ensure that none of its Subsidiaries purchases purchase or acquires acquire any Junior Debt unless it is party to this Agreement as a Subordinated CreditorDebt. (b) Paragraph (a) above does not apply to any action taken with the arising as a result of any prior consent of the Agent.