Common use of Subordination Upon Any Distribution of Assets of the Obligors Clause in Contracts

Subordination Upon Any Distribution of Assets of the Obligors. As to each Obligor, in the event of any payment or distribution of assets of any other Obligor of any kind or character, whether in cash, property, or securities, upon the dissolution, winding up, or total or partial liquidation or reorganization, readjustment, arrangement, or similar proceeding relating to such other Obligor or its property, whether voluntary or involuntary, or in an insolvency proceeding, or upon any other marshaling or composition of the assets and liabilities of such other Obligor, or otherwise (such events, collectively, the "Insolvency Events"): (a) all amounts owing on account of the Senior Debt shall first be Paid in Full before any Subordinated Debt Payment is made; and (b) to the extent permitted by applicable law, any Subordinated Debt Payment to which such Obligor would be entitled except for the provisions hereof, shall be paid or delivered by the trustee in bankruptcy, receiver, assignee for the benefit of creditors, or other liquidating agent making such payment or distribution, directly to the Collateral Agent (or its designee) for the benefit of the Agents and the Lenders for application to the payment of the Senior Debt in accordance with clause (a), after giving effect to any concurrent payment or distribution or provision therefor to the Agents or the Lenders in respect of such Senior Debt.

Subordination Upon Any Distribution of Assets of the Obligors. As to each Obligor, in the event of any payment or distribution of assets of any other Obligor of any kind or character, whether in cash, property, or securities, upon the dissolution, winding up, or total or partial liquidation or reorganization, readjustment, arrangement, or similar proceeding relating to such other Obligor or its property, whether voluntary or involuntary, or in bankruptcy, insolvency, receivership, arrangement, or similar proceedings or upon an insolvency proceedingassignment for the benefit of creditors, or upon any other marshaling or composition of the assets and liabilities of such other Obligor, or otherwise otherwise, in each case except in connection with any transaction permitted by Section 7.3(i) of the Second Amended and Restated Loan and Security Agreement (such events, collectively, the "“Insolvency Events"”): (ai) all amounts owing on account of the Senior Debt shall first be Paid paid, in Full full, in cash, or payment provided for in cash or in cash equivalents, before any Subordinated Debt Payment is made; and (bii) to the extent permitted by applicable law, any Subordinated Debt Payment to which such Obligor would be entitled except for the provisions hereof, shall be paid or delivered by the trustee in bankruptcy, receiver, assignee for the benefit of creditors, or other liquidating agent making such payment or distribution, distribution directly to the Collateral Agent (or its designee) for the benefit of the Agents and the Lenders for application to the payment of the Senior Debt in accordance with clause (ai), after giving effect to any concurrent payment or distribution or provision therefor to the Agents Agent or the Lenders any Lender or Bank Product Provider in respect of such Senior Debt.

Subordination Upon Any Distribution of Assets of the Obligors. As to each Obligor, in the event of any payment or distribution of assets of any other Obligor of any kind or character, whether in cash, property, or securities, upon the dissolution, winding up, or total or partial liquidation or reorganization, readjustment, arrangement, or similar proceeding relating to such other Obligor or its property, whether voluntary or involuntary, or in an insolvency proceedingInsolvency Proceeding, or upon any other marshaling or composition of the assets and liabilities of such other Obligor, or otherwise (such events, collectively, the "“Insolvency Events"”): (a) all amounts owing on account of the Senior Debt shall first be Paid paid in Full full in cash, or payment provided for in cash or in cash equivalents, before any Subordinated Debt Payment is made; and (b) to the extent permitted by applicable law, any Subordinated Debt Payment to which such Obligor would be entitled except for the provisions hereof, shall be paid or delivered by the trustee in bankruptcy, receiver, assignee for the benefit of creditors, or other liquidating agent making such payment or distribution, distribution directly to the Collateral Agent (or its designee) for the benefit of the Agents Agent and the Lenders for application to the payment of the Senior Debt in accordance with clause (a), after giving effect to any concurrent payment or distribution or provision therefor to the Agents or Agent and the Lenders in respect of such Senior Debt.

Subordination Upon Any Distribution of Assets of the Obligors. As to each Obligor, in the event of any payment or distribution of assets of any other Obligor of any kind or character, whether in cash, property, or securities, upon the dissolution, winding up, or total or partial liquidation or reorganization, readjustment, arrangement, or similar proceeding relating to such other Obligor or its property, whether voluntary or involuntary, or in bankruptcy, insolvency, receivership, arrangement, or similar proceedings or upon an insolvency proceedingassignment for the benefit of creditors, or upon any other marshaling or composition of the assets and liabilities of such other Obligor, or otherwise (such events, collectively, the "“Insolvency Events"”): (ai) all amounts owing on account of the Senior Debt shall first be Paid paid in Full full before any Subordinated Debt Payment is made; and (bii) to the extent permitted by applicable law, any Subordinated Debt Payment to which such Obligor would be entitled except for the provisions hereof, shall be paid or delivered by the trustee in bankruptcy, receiver, assignee for the benefit of creditors, or other liquidating agent making such payment or distribution, distribution directly to the Collateral Agent (or its designee) for the benefit of the Agents and the Lenders Lender Group for application to the payment of the Senior Debt in accordance with clause (ai), after giving effect to any concurrent payment or distribution or provision therefor to the Agents Lender Group or Collateral Agent for the Lenders benefit thereof, in respect of such Senior Debt.

Subordination Upon Any Distribution of Assets of the Obligors. As to each Obligor, in the event of any payment or distribution of assets of any other Obligor of any kind or character, whether in cash, property, or securities, upon the dissolution, winding up, or total or partial liquidation or reorganization, readjustment, arrangement, or similar proceeding relating to such other Obligor or its property, whether voluntary or voluntary, involuntary, in bankruptcy, insolvency, receivership, arrangement, or in similar proceedings or upon an insolvency proceedingassignment for the benefit of creditors, or upon any other marshaling or composition of the assets and liabilities of such other Obligor, or otherwise (such events, collectively, the "“Insolvency Events"”): (ai) all amounts owing on account of the Senior Debt shall first be Paid paid, in Full full, before any Subordinated Debt Payment is made; and (bii) to the extent permitted by applicable law, any Subordinated Debt Payment to which such Obligor would be entitled except for the provisions hereof, shall be paid or delivered by the trustee in bankruptcy, receiver, assignee for the benefit of creditors, or other liquidating agent making such payment or distribution, distribution directly to the Collateral Agent (or its designee) for the benefit of the Agents Lender Group and the Lenders Bank Product Providers for application to the payment of the Senior Debt in accordance with clause (ai), after giving effect to any concurrent payment or distribution or provision therefor to the Agents Lender Group and the Bank Product Providers, or Agent for the Lenders benefit thereof, in respect of such Senior Debt.