Common use of Payment Subordination Clause in Contracts

Payment Subordination. Subject to the terms hereof, each of the Subordinated Agent and Subordinated Lenders hereby subordinates and defers, to the extent and in the manner set forth herein, the payment (including, without limitation, in any Insolvency Proceeding) of any and all Subordinated Obligations, including all indebtedness or other obligations (including, principal, interest, fees, prepayment or other premiums, indemnities, payment of legal fees and disbursements of counsel and other amounts and all guarantees in respect of any thereof) under the Subordinated Loan Documents which may be now or hereafter owing by any Obligor to any such Subordinated Agent or Subordinated Lender to the prior Discharge of Senior Indebtedness. Except as set forth in Section 4 of this Subordination Agreement, unless and until the Discharge of Senior Indebtedness shall have occurred, without the prior written consent of the Senior Agent (at the direction or with the consent of the requisite Senior Lenders), neither the Subordinated Agent nor any Subordinated Lender shall accept, take or receive, by payment, in cash or in kind (other than payments-in-kind of interest, fees or other amounts), by way of setoff, or in any other manner, from any Obligor the whole or any part of any sums which may now or hereafter be owing to the Subordinated Agent or any Subordinated Lender on account of the Subordinated Obligations. x.

Payment Subordination. Subject to On the terms hereofand conditions set forth below, each the payment and performance of the Subordinated Agent Debt, and Subordinated Lenders hereby subordinates Creditors’s right to receipt thereof, is and defers, shall be expressly subordinate and junior in time and right of payment to the extent prior indefeasible payment and performance in full of the manner set forth hereinSenior Debt. Each reference in this Agreement to “payment and performance in full,” “paid and performed in full” or words to similar effect shall not be deemed to have occurred until (i) the termination of all commitments to extend credit that would constitute Senior Debt, (ii) the payment (including, without limitation, and performance in any Insolvency Proceeding) full in cash or by other means acceptable to the Senior Creditor of any and all Subordinated ObligationsSenior Debt, including all indebtedness or other obligations (including, without limitation principal, interest, fees, prepayment or other premiumscosts (including without limitation post-petition interest, indemnities, payment of legal fees and disbursements of counsel costs even if such interest, fees and other amounts costs are not an allowed claim enforceable against Company in a bankruptcy case under applicable law, but excluding unasserted contingent obligations) and premium, (if any) and (iii) more than 90 days shall have expired after all guarantees payments described in respect of any thereofthe foregoing clause (ii) under the Subordinated Loan Documents which may be now or hereafter owing by any Obligor shall have been made. Subject to any such Subordinated Agent or Subordinated Lender to the prior Discharge of Senior Indebtedness. Except and except as set forth in Section Sections 3, 4 of this Subordination Agreementand 6 below, unless and until the Discharge of Senior Indebtedness shall have occurredSubordinated Creditors will not ask, without the prior written consent of the Senior Agent (at the direction or with the consent of the requisite Senior Lenders)demand, neither the Subordinated Agent nor any Subordinated Lender shall acceptxxx for, take or receivereceive from Company, by payment, in cash or in kind (other than payments-in-kind of interest, fees or other amounts), by way of setoff, banker’s lien or in any other manner, from any Obligor the whole or any part of any sums monies which may now or hereafter be owing to the Subordinated Agent by Company, or any successor or assign of Company, including, without limitation, any receiver or trustee (the term “Company” for all purposes herein shall include any such successor or assign of Company) to Subordinated Lender Creditors on account of the Subordinated Obligations. x.Debt, unless and until all Senior Debt, existing or hereafter arising, shall have been paid and performed in full.