Common use of PRIORITY; SUBORDINATION Clause in Contracts

PRIORITY; SUBORDINATION. (a) NO PAYMENT IF DEFAULT ON SENIOR INDEBTEDNESS. No payment of principal of, premium, if any, or interest on this Note or on account of any purchase or redemption or other acquisition of the Note, whether at maturity or otherwise, shall be made upon, or accepted with respect to, this Note, and the Holder shall not initiate any action to accelerate the maturity of the Note or exercise any remedy to seek collection if at the time of such payment the Holder has received written notice from the Company or a holder of Senior Debt (as defined below) that there exists or, after giving effect to such payment, there would exist any default in respect of any Senior Debt or under any agreement pursuant to which such Senior Debt was issued (a "Default"); PROVIDED, HOWEVER, that the foregoing restriction shall cease to apply with respect to a Default upon the earliest to occur of (i) the commencement by any holder of Senior Debt of the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default, or (ii) at the expiration of 180 days after the date of such notice if no holder of Senior Debt shall have commenced the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default. Upon the maturity of any Senior Debt by lapse of time, acceleration or otherwise, all principal or, premium, if any, interest and other amounts due or to become due on all such Senior Debt shall first be paid in full in cash, cash equivalents or in any other manner acceptable to the holders of Senior Debt (hereinafter, "Payment in Full" or "Paid in Full"), or such payment shall have been provided for to the satisfaction of the holders of Senior Debt before any payment on account of principal of, premium, if any, interest or any other amounts shall be made upon this Note.

PRIORITY; SUBORDINATION. (a) NO PAYMENT IF DEFAULT ON SENIOR INDEBTEDNESS. No payment of principal of, premium, if any, or interest on this Note Debenture or on account of any purchase or redemption or other acquisition of the NoteDebenture, whether at maturity or otherwise, shall be made upon, or accepted with respect to, this NoteDebenture, and the Holder shall not initiate any action to accelerate the maturity of the Note Debenture or exercise any remedy to seek collection if at the time of such payment the Holder has received written notice from the Company or a holder of Senior Debt (as defined below) that there exists or, after giving effect to such payment, there would exist any default in respect of any Senior Debt or under any agreement pursuant to which such Senior Debt was issued (a "DefaultDEFAULT"); PROVIDED, HOWEVER, that the foregoing restriction shall cease to apply with respect to a Default upon the earliest to occur of (i) the commencement by any holder of Senior Debt of the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default, or (ii) at the expiration of 180 days after the date of such notice if no holder of Senior Debt shall have commenced the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default. Upon the maturity of any Senior Debt by lapse of time, acceleration or otherwise, all principal orof, premium, if any, interest and other amounts due or to become due on all such Senior Debt shall first be paid in full in cash, cash equivalents or in any other manner acceptable to the holders of Senior Debt (hereinafter, "Payment in FullPAYMENT IN FULL" or "Paid in FullPAID IN FULL"), or such payment shall have been provided for to the satisfaction of the holders of Senior Debt Debt, before any payment on account of principal of, premium, if any, interest or any other amounts shall be made upon this NoteDebenture. This Debenture shall rank in priority as to payments of interest, principal, dividends and penalties (if any), upon the occurrence of a Liquidation Event (as defined below) or otherwise, senior to all capital stock of the Company and pari passu with any security or debt instrument which by its terms ranks pari passu with this Debenture.

PRIORITY; SUBORDINATION. (a) NO PAYMENT IF DEFAULT ON SENIOR INDEBTEDNESSLessor represents and warrants that Lessee, while paying the Rent and performing its other covenants and agreements contained in this Lease, shall peaceably and quietly have, hold and enjoy the Premises for the Term without hindrance or molestation from Lessor, subject to the terms and provisions of this Lease and any Indenture. No payment of principal ofLessor shall not be liable for any interference or disturbance by third persons, premium, if any, or interest on this Note or on account of nor shall Lessee be released from any purchase or redemption or other acquisition of the Noteobligations of this Lease because of such interference or disturbance. This Lease, whether at maturity or otherwisewhich for the purposes of this Section 18.3 includes any future amendment to this Lease, shall be made uponsubordinate to a Superior Interest. Notwithstanding any such subordination, or accepted with respect toLessee’s right to quiet possession of the Premises during the Term shall not be disturbed if Lessee pays the Rent and performs all of Lessee’s other obligations under this Lease as and when required and is not otherwise in default. If any Holder elects to have this Lease prior to its Superior Interest and gives written notice thereof to Lessee, this NoteLease shall be deemed prior to such Superior Interest whether this Lease is dated prior or subsequent to the date of said Superior Interest or the date of recording thereof. This subordination is self-operative, and the Holder no further instrument of subordination shall not initiate any action be required to accelerate the maturity of the Note or exercise any remedy to seek collection if at the time of such payment the Holder has received written notice from the Company or a holder of Senior Debt (as defined below) that there exists or, after giving effect to such payment, there would exist any default in respect of any Senior Debt or under any agreement pursuant to which such Senior Debt was issued (a "Default"); PROVIDED, HOWEVER, that make it effective. Notwithstanding the foregoing restriction shall cease self-executing subordination and non-disturbance, Lessee shall, within ten (10) days after receipt of written request, execute, acknowledge and deliver to apply Lessor and its current and prospective Holders, a Subordination Agreement in a form reasonably requested by Lessor or any current or prospective Holder, provided that such document provides that so long as a default under this Lease has not occurred with respect to Lessee, such Holder shall grant Lessee non- disturbance and recognize Lessee’s rights under this Lease in a Default upon the earliest manner that does not take away any of Lessee’s rights or adds to occur any of Lessee’s obligations under this Lease. Such ten (i10) the commencement by day period shall not be extended for any holder of Senior Debt negotiations of the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default, or (ii) at the expiration of 180 days after the date form of such notice Subordination Agreement. Lessee irrevocably appoints Lessor as Lessee’s agent to execute and deliver in the name of Lessee any such instrument(s) if Lessee fails to do so. This authorization shall in no holder of Senior Debt shall have commenced the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default. Upon the maturity of any Senior Debt by lapse of time, acceleration or otherwise, all principal or, premium, if any, interest and other amounts due or to become due on all such Senior Debt shall first be paid in full in cash, cash equivalents or in any other manner acceptable to the holders of Senior Debt (hereinafter, "Payment in Full" or "Paid in Full"), or such payment shall have been provided for to the satisfaction way relieve Lessee of the holders obligation to execute such instrument(s) of Senior Debt before any payment on account of principal of, premium, if any, interest subordination or any other amounts superiority. Lessee’s failure to execute and deliver such instrument(s) in the required time shall be made upon constitute a material breach under this NoteLease.

PRIORITY; SUBORDINATION. (a) NO PAYMENT IF DEFAULT ON SENIOR INDEBTEDNESSLessor represents and warrants that Lessee, while paying the Rent and performing its other covenants and agreements contained in this Lease, shall peaceably and quietly have, hold and enjoy the Premises for the Term without hindrance or molestation from Lessor, subject to the terms and provisions of this Lease and any Indenture. No payment of principal ofLessor shall not be liable for any interference or disturbance by third persons, premium, if any, or interest on this Note or on account of nor shall Lessee be released from any purchase or redemption or other acquisition of the Noteobligations of this Lease because of such interference or disturbance. This Lease, whether at maturity or otherwisewhich for the purposes of this Section 18.3 includes any future amendment to this Lease, shall be made uponsubordinate to a Superior Interest. Notwithstanding any such subordination, or accepted with respect to▇▇▇▇▇▇’s right to quiet possession of the Premises during the Term shall not be disturbed if Lessee pays the Rent and performs all of Lessee’s other obligations under this Lease as and when required and is not otherwise in default. If any Holder elects to have this Lease prior to its Superior Interest and gives written notice thereof to Lessee, this NoteLease shall be deemed prior to such Superior Interest whether this Lease is dated prior or subsequent to the date of said Superior Interest or the date of recording thereof. This subordination is self-operative, and the Holder no further instrument of subordination shall not initiate any action be required to accelerate the maturity of the Note or exercise any remedy to seek collection if at the time of such payment the Holder has received written notice from the Company or a holder of Senior Debt (as defined below) that there exists or, after giving effect to such payment, there would exist any default in respect of any Senior Debt or under any agreement pursuant to which such Senior Debt was issued (a "Default"); PROVIDED, HOWEVER, that make it effective. Notwithstanding the foregoing restriction shall cease self-executing subordination and non-disturbance, Lessee shall, within ten (10) days after receipt of written request, execute, acknowledge and deliver to apply Lessor and its current and prospective Holders, a Subordination Agreement in a form reasonably requested by Lessor or any current or prospective Holder, provided that such document provides that so long as a default under this Lease has not occurred with respect to Lessee, such Holder shall grant Lessee non- disturbance and recognize ▇▇▇▇▇▇’s rights under this Lease in a Default upon the earliest manner that does not take away any of Lessee’s rights or adds to occur any of Lessee’s obligations under this Lease. Such ten (i10) the commencement by day period shall not be extended for any holder of Senior Debt negotiations of the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default, or (ii) at the expiration of 180 days after the date form of such notice Subordination Agreement. Lessee irrevocably appoints Lessor as ▇▇▇▇▇▇’s agent to execute and deliver in the name of ▇▇▇▇▇▇ any such instrument(s) if Lessee fails to do so. This authorization shall in no holder of Senior Debt shall have commenced the exercise of its remedies against the Company or its property including, without limitation, any action, suit or other legal proceeding against the Company or its property based upon such Default. Upon the maturity of any Senior Debt by lapse of time, acceleration or otherwise, all principal or, premium, if any, interest and other amounts due or to become due on all such Senior Debt shall first be paid in full in cash, cash equivalents or in any other manner acceptable to the holders of Senior Debt (hereinafter, "Payment in Full" or "Paid in Full"), or such payment shall have been provided for to the satisfaction way relieve ▇▇▇▇▇▇ of the holders obligation to execute such instrument(s) of Senior Debt before any payment on account of principal of, premium, if any, interest subordination or any other amounts superiority. ▇▇▇▇▇▇’s failure to execute and deliver such instrument(s) in the required time shall be made upon constitute a material breach under this NoteLease.