Note Subordinated to Senior Indebtedness. To the extent and in the manner hereinafter set forth in this Section 3, the indebtedness represented by this Note and the payment of the principal of and the interest on this Note and any claim for rescission of the purchase of this Note, and any claim which is the equivalent of or substitute for principal of or interest on this Note, for damages arising from the purchase of this Note or for reimbursement or contribution on account of such a claim, and all other payments with respect to or on account of this Note (collectively, the “Subordinated Debt”) are hereby expressly made subordinate and subject in right of payment to the prior payment in full in cash of all Senior Indebtedness then outstanding. This Section 3 constitutes a continuing offer to all Persons who become holders of, or continue to hold, Senior Indebtedness, each of whom is an obligee hereunder and is entitled to enforce such holder’s rights hereunder, subject to the provisions hereof, without any act or notice of acceptance hereof or reliance hereon. For purposes of this Section 3, Senior Indebtedness shall not be deemed to have been paid and shall be deemed to be outstanding in full until the termination of all commitments or other obligations by any holder thereof and unless all such holders shall have received payment in full in cash of all obligations under or in respect of Senior Indebtedness (including, without limitation, post-petition interest, if any).
Note Subordinated to Senior Indebtedness. The Holder acknowledges and agrees that all of its right, title and interest in and to this Note, including but not limited to its right to receive payments in respect of principal and interest as provided herein, shall be subordinate to any and all Senior Indebtedness of the Company. The Holder agrees to execute any and all agreements, including but not limited to an intercreditor and subordination agreement, which the holder of Senior Indebtedness may require. The Holder covenants and agrees for the benefit of the holders of Senior Indebtedness that it will not take any security interest, lien or other encumbrance on the assets of the Company as collateral security for the Company's obligations under this Note without such holders' prior written consent. The Holder acknowledges that the Company shall not make, and the Holder shall not accept any payments of principal or interest on this Note after the Holder's receipt of written notice of the occurrence of and during the continuation of a default under any Senior Indebtedness agreement. If the Holder shall at any time receive any payment which is prohibited by any Senior Indebtedness agreement, and receive notice of same from any holder of Senior Indebtedness, the Holder will hold such payment in trust and immediately turn it (or an amount of money equal to it) over to the holder of Senior Indebtedness for application in payment of the outstanding Senior Indebtedness.
Note Subordinated to Senior Indebtedness. The Company, for itself, its successors and assigns, covenants and agrees, and each Holder of this Note ("Holder"), by his or its acceptance hereof, likewise covenants and agrees, that the indebtedness evidenced by this Note (and any renewals, refinancings, modifications or extensions thereof), including the principal of and interest thereon and any interest payable on such interest and all fees, costs and expenses (including attorneys' fees and collection costs) payable in connection with this Note, and all requirements of the Company contained in this Note shall be subordinate and junior in right of payment, to the extent and in the manner hereinafter set forth, to the prior payment in full of all Senior Indebtedness (as hereinafter defined), and that each holder of Senior Indebtedness whether now outstanding or hereafter created, incurred, assumed or guaranteed shall be deemed to have acquired Senior Indebtedness in reliance upon the covenants and provisions contained in this Note.
Note Subordinated to Senior Indebtedness. The Company for itself and its successors, and the Holder by its acceptance of this Note, agree that the payment of this Note by the Company is subordinated, to the extent and in the manner provided in this Section 2, to the prior payment in full of all Senior Indebtedness, whether outstanding on the date of this Note or thereafter incurred. This Section 2 will constitute a continuing offer to all Persons who become holders of, or continue to hold, Senior Indebtedness, and such holders are made obligees under this Section 2 and they and each of them may enforce its provisions. The Holder agrees to execute and deliver, at the request of the Company, separate subordination agreements with holders of Senior Indebtedness, or their respective agents, trustees or other representatives, as may reasonably be requested by any such Person to provide additional terms of subordination that are reasonable and customary features of instruments evidencing or creating funded indebtedness intended to be fully and completely subordinated in right of payment to referenced senior indebtedness; provided, however, that in no event would the Holder be required to agree to (x) subordinate its right to receive regularly scheduled payments of interest accruing under this Note except as provided for in Sections 2.2 and 2.3, (y) subordinate its right to receive payments pursuant to Section 4.2 except as provided for in Sections 2.2 and 2.3, or (z) any amendment of, or waiver or other similar action with respect to, Section 3 or Section 4.2 of this Note.
Note Subordinated to Senior Indebtedness. The Company agrees, and the Holder by acceptance hereof likewise agrees, that the payment of the principal of and interest on this Note is subordinated, to the extent and in the manner provided in
Note Subordinated to Senior Indebtedness. Notwithstanding any provision of this Note to the contrary, the Maker covenants and agrees, and the Holder by acceptance of this Note covenants and agrees, that all payments of the principal of, interest on, or any other amounts due from the Maker under this Note (all such amounts being collectively referred to as "AMOUNTS PAYABLE"), shall be subordinated to the extent set forth in Sections 2(b) through 2(f) to the prior payment in full, in cash or cash equivalents satisfactory to the holders of the Maker's 10% Senior Convertible Promissory Notes issued pursuant to that certain Subscription Agreement, dated February 28, 2005, between the Maker and the purchasers of the Maker's 10% Senior Convertible Promissory Notes (collectively "SENIOR INDEBTEDNESS").
Note Subordinated to Senior Indebtedness. Notwithstanding the provisions of Section 8.2 hereof, the Company covenants and agrees, and the Noteholder (whether upon original issue or upon transfer or assignment thereof) by its acceptance thereof likewise covenants and agrees, that all payments of the principal of and interest on the Note by the Company shall be subordinate and subject in right of payment in accordance with the provisions of this Section 11 to the prior payment in full in cash of all amounts then payable under Senior Indebtedness of the Company whether outstanding on the date hereof or hereafter created, incurred, assumed or guaranteed (including any interest accruing subsequent to an event specified in Sections 8.1(e) and 8.1(f) to the extent that such interest is an allowed claim enforceable against the debtor in a bankruptcy case under Title 11 of the United States Code).
Note Subordinated to Senior Indebtedness. The Company covenants and agrees, and the Purchaser and each subsequent Holder, by such Holder's acceptance thereof, likewise covenants and agrees, that the indebtedness evidenced by the Note is subordinate and junior in right of payment to all Senior Indebtedness. Senior Indebtedness shall continue to be Senior Indebtedness and entitled to the benefits of these subordination provisions irrespective of any amendment, modification or waiver of any term of the Senior Indebtedness or extension or renewal of the Senior Indebtedness.
Note Subordinated to Senior Indebtedness. The Issuer covenants and agrees and the Holder, by its acceptance hereof, likewise covenants and agrees, in each case notwithstanding any other provisions of this Note or any other agreement, document or instrument (it being the express agreement of the Holder that the provisions of this Article 5 shall govern in the event of any conflicting terms or provisions herein or otherwise), that the Note shall be subject to the provisions of this Article 5; and each person holding the Note, whether upon original issue or upon transfer, assignment or exchange thereof accepts and agrees that the payment of the principal of, or any other amounts or obligations (monetary or otherwise) on, under or in respect of the Note by or on behalf of the Issuer (collectively, the "Subordinated Obligations") shall, to the extent and in the manner herein set forth, be subordinated and junior in right of payment, to the prior payment in full in cash of all Senior Indebtedness.
Note Subordinated to Senior Indebtedness. Anything herein to the contrary notwithstanding, each of Borrower and Lender agrees that the payment of the Obligations with respect to this Note is subordinated, to the extent and in the manner provided in this Paragraph 4, to the prior payment in full in cash of all Senior Indebtedness. The provisions of this Paragraph 4 are made for the benefit of the holders of Senior Indebtedness and holders of Senior Indebtedness may enforce the provisions of this Paragraph 4 without any need to demonstrate any reliance hereon.
