Amended And Restated Subordination Agreement Sample Contracts

Amended and Restated Subordination Agreement (February 15th, 2017)

THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT ("Agreement"), dated as of February 13, 2017 is made by and among the undersigned (collectively the "Subordinated Creditors"), Sabby Healthcare Master Fund, Ltd. ("SHMF"), Sabby Volatility Master Fund Ltd. ("SVMF," and together with SHMF, "Sabby"), and Dillon Hill Capital, LLC ("Dillon Hill," and collectively with Sabby and each of their participants, successors and assigns, Dillon Hill and Sabby are sometimes referred to herein as the "Senior Lenders", and together with the Subordinated Creditors, the "Parties"). For all purposes herein, the "Borrower" means RiceBran Technologies, a California corporation.

Second Amended and Restated Subordination Agreement (December 30th, 2016)

This SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT, dated as of December 27, 2016 (this "Agreement"), is between each of the undersigned creditors (each, a "Creditor" and, collectively, "Creditors"), and WESTERN ALLIANCE BANK, an Arizona corporation, as successor in interest to Bridge Bank, National Association ("Lender"), with reference to the following facts:

Siclone Industries – Amended and Restated Subordination Agreement (June 29th, 2016)

THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT (this "Agreement") is effective as of the 30th day of March, 2016, by and between Maverick Medical Group, Inc. ("RBO") and Apollo Medical Management, Inc. ("Lender") with reference to the following facts:

Drew Industries Inc. – Second Amended and Restated Subordination Agreement (May 3rd, 2016)

Reference is hereby made to (i) that certain Fourth Amended and Restated Note Purchase and Private Shelf Agreement, dated as of April 27, 2016 (as amended, restated, supplemented, or modified from time to time, the "Note Purchase Agreement") by and among the Issuer and the Company, on the one hand, and the Noteholders, on the other hand, pursuant to which, among other things, (A) the Issuer issued and sold to the Series A Purchasers its 3.35% Series A Senior Notes due March 20, 2020, in the aggregate original principal amount of $50,000,000 (as amended, restated, amended and restated, supplemented or otherwise modified and as in effect from time to time and including any such notes issued in substitution or exchange therefor, collectively, the "Series A Notes") and (B) subject to the terms and conditions set forth therein, certain affiliates of Prudential (the "Prudential Affiliates") may, in their sole discretion and within limits which may be prescribed for purchase by them from tim

Phaserx, Inc. – Amended and Restated Subordination Agreement (May 2nd, 2016)

THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT is entered into effective as of May 2, 2016, among the parties identified on Schedule A hereto (the "Subordinated Lenders"), PhaseRx, Inc., a Delaware corporation (the "Borrower"), Titan Multi-Strategy Fund I, LTD., in its capacity as a Senior Lender (as defined below) and in its capacity as representative for itself and for the other Senior Lenders (the "Representative"), the parties identified on Schedule B hereto (together with the Representative, are collectively referred to herein as the "Initial Senior Lenders"), and the parties identified on Schedule C hereto (the "Additional Senior Lenders", together with the Initial Senior Lenders, are collectively referred to herein as the "Senior Lenders").

Amended and Restated Subordination Agreement (March 30th, 2016)

This Amended and Restated Subordination Agreement dated as of March 28th, 2016, is made and executed among Blonder Tongue Laboratories, Inc., One Jake Brown Road, Old Bridge, NJ 08857 (the "Company") and R. L. Drake Holdings, L.L.C., One Jake Brown Road, Old Bridge, NJ 08857 ("Drake"; and together with the Company, collectively, jointly and severally, "Borrower"); Robert J. Palle, Carol M. Palle, Steven L. Shea, and James H. Williams (each of the foregoing persons, together with any other person that provides loans to the Borrower after the date hereof pursuant to the Creditor Loan Agreement (as defined below) and executes and delivers in favor of Lender a Creditor Joinder substantially in the form of Exhibit A annexed hereto, collectively, the "Subordinated Lenders") and Robert J. Palle, as Agent for the Subordinated Lenders (the Agent and the Subordinated Lenders, collectively the "Creditors"); and Santander Bank, N.A. (f/k/a Sovereign Bank, N.A.), MAIL CODE PA1-106-RM1, 3 Terry Driv

Amended and Restated Subordination Agreement (December 17th, 2015)

This AMENDED AND RESTATED SUBORDINATION AGREEMENT, dated as of December 16, 2015 (this "Agreement"), is between each of the undersigned creditors (each, a "Creditor" and, collectively, "Creditors"), and WESTERN ALLIANCE BANK, an Arizona corporation, as successor in interest to Bridge Bank, National Association ("Lender"), with reference to the following facts:

Industrial Services of America, Inc. – Amended and Restated Subordination Agreement (January 20th, 2015)

This Amended and Restated Subordination Agreement (this Agreement) is made and entered into effective as of the 15th day of January, 2015 (the Effective Date), by and among THE BANK OF KENTUCKY, a Kentucky banking corporation, with an address of 111 Lookout Farm Drive, Crestview Hills, Kentucky 41017 (Bank of Kentucky), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, with an address of 1100 Abernathy Road, NE, Suite 1600, Atlanta, Georgia 30328, Attention: Joseph L. White (the Subordinated Lender), and WESSCO, LLC, a Delaware limited liability company, with an address of 7100 Grade Lane Louisville, Kentucky 40213 (the Borrower).

Midcoast Energy Partners, L.P. – AMENDED AND RESTATED SUBORDINATION AGREEMENT by MIDCOAST ENERGY PARTNERS, L.P., MIDCOAST OPERATING, L.P., Other Credit Parties From Time to Time Party Hereto and ENBRIDGE ENERGY PARTNERS, L.P., Certain of Its Subsidiaries and Affiliates From Time to Time Party Hereto in Favor of BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, and an L/C Issuer Dated as of September 30, 2014 (October 6th, 2014)

THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT made as of September 30, 2014 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this Agreement), by MIDCOAST ENERGY PARTNERS, L.P., a Delaware limited partnership (MEP), MIDCOAST OPERATING, L.P., a Texas limited partnership (Midcoast and together with MEP, collectively, the Borrowers and individually, a Borrower), the other Credit Parties (as defined below) party hereto or from time to time party hereto, ENBRIDGE ENERGY PARTNERS, L.P., a Delaware limited partnership (EEP), the subsidiaries and other affiliates of EEP party hereto or from time to time party hereto (each an EEP Affiliate and together with EEP and each of their respective successors and permitted assigns, collectively, the Subordinated Creditors and individually, a Subordinated Creditor), in favor of BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, and an L/C Issuer, and the Senior Lenders (as defined below).

KiOR – Second Amended and Restated Subordination Agreement (July 17th, 2014)

THIS SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT dated as of July 17, 2014 is entered into by and among (i) KiOR, INC., a Delaware corporation (the Parent), (ii) each other Grantor (as defined below) from time to time party hereto, (iii) KFT Trust, Vinod Khosla, Trustee, in its capacity as administrative agent under the First Lien Protective Advance Loan Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the First Lien Agent (iv) Khosla Ventures III LP, in its capacity as administrative agent under the 2013 Second Lien Credit Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the 2013 Second Lien Agent), (iv) KFT Trust, Vinod Khosla, Trustee, in its capacity as administrative agent under the 2014 Second Lien Credit Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the 2014 Second Lien Agent and together with the

KiOR – AMENDED AND RESTATED SUBORDINATION AGREEMENT Among KIOR, INC, as Parent and Certain of Its Subsidiaries, as Grantors and Khosla Ventures III LP and KFT Trust, Vinod Khosla, Trustee as First-Lien Agents and 1538731 Alberta Ltd., as Second-Lien Agent Dated as of March 31, 2014 (April 1st, 2014)

THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT dated as of March 31, 2014 is entered into by and among (i) KiOR, INC., a Delaware corporation (the Parent), (ii) each other Grantor (as defined below) from time to time party hereto, (iii) Khosla Ventures III LP, in its capacity as administrative agent under the 2013 First-Lien Credit Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the 2013 First-Lien Agent), (iv) KFT Trust, Vinod Khosla Trustee, in its capacity as administrative agent under the 2014 First-Lien Credit Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the 2014 First-Lien Agent and together with the 2013 First-Lien Agent, individually and collectively, the First Lien Agent), and (v) 1538731 Alberta Ltd. , in its capacity as second-lien agent under the Second-Lien Loan Documents (as defined below) (together with its successors and assigns in such capacities

Drew Industries Inc. – Amended and Restated Subordination Agreement (February 27th, 2014)

Reference is hereby made to (i) that certain Third Amended and Restated Note Purchase and Private Shelf Agreement, dated as of February 24, 2014 (as amended, restated, supplemented, or modified from time to time, the "Note Purchase Agreement") by and among the Issuer and the Company, on the one hand, and the Noteholders, on the other hand, pursuant to which certain affiliates of Prudential (the "Prudential Affiliates") may, in their sole discretion and within limits which may be prescribed for purchase by them from time to time, purchase senior secured promissory notes issued by the Issuer in an aggregate principal amount of up to $150,000,000 (the "Notes"), upon the terms and subject to the conditions set forth therein, and (ii) that certain Subordination Agreement dated as of February 11, 2005 (as the same has been amended to date, the "Existing Subordination Agreement"), which instrument the parties agree is being amended and restated hereby in its entirety. Capitalized terms used h

Amended and Restated Subordination Agreement (May 15th, 2013)
Amended and Restated Subordination Agreement (Kanders) (March 12th, 2013)

This Amended and Restated Subordination Agreement (this "Agreement") is made and entered into as of March 8, 2013 by Kanders GMP Holdings, LLC ("Creditor"), Black Diamond Equipment, Ltd., Black Diamond Retail, Inc., Black Diamond, Inc. (formerly known as Clarus Corporation) ("BDI"), Everest/Sapphire Acquisition, LLC, Gregory Mountain Products, LLC, POC USA, LLC, Pieps Corporation, PIEPS Service, LLC, and BD European Holdings, LLC (collectively, the "Borrowers"), and Zions First National Bank ("Lender").

Amended and Restated Subordination Agreement (Schiller) (March 12th, 2013)

This Amended and Restated Subordination Agreement (this "Agreement") is made and entered into as of March 8, 2013 by Deborah Schiller 2005 Revocable Trust Dated September 27, 2005 and Robert R. Schiller Cornerstone Trust Dated September 9, 2010, and Schiller Gregory Investment Company, LLC (collectively, the "Creditors"), Black Diamond Equipment, Ltd., Black Diamond Retail, Inc., Black Diamond, Inc. (formerly known as Clarus Corporation) ("BDI"), Everest/Sapphire Acquisition, LLC, Gregory Mountain Products, LLC, POC USA, LLC, Pieps Corporation, PIEPS Service, LLC, and BD European Holdings, LLC (collectively, the "Borrowers"), and Zions First National Bank ("Lender").

Bioheart Inc. – Amended and Restated Subordination Agreement (January 13th, 2012)

This AMENDED AND RESTATED SUBORDINATION AGREEMENT (hereinafter "Agreement") is entered into and is effective this ___ day of __________ 2012 by and between BlueCrest Venture Finance Master Fund Limited, a Cayman Islands limited company, PO Box 309, Ugland House, South Church Street, George Town, Cayman Islands (BlueCrest), and Greystone Capital Partners (Lender).

Miscor Group – Amended and Restated Subordination Agreement (December 6th, 2011)

This Amended and Restated Subordination Agreement, dated as of November 30, 2011, is made by JOHN A. MARTELL, an individual (the Subordinated Creditor), for the benefit of WELLS FARGO BANK NATIONAL ASSOCIATION, acting through its Wells Fargo Business Credit operation division (the Lender).

Miscor Group – Amended and Restated Subordination Agreement (December 6th, 2011)

This Amended and Restated Subordination Agreement, dated as of November 30, 2011, is made by BDeWees, Inc., an Ohio corporation and XGen III, Ltd., an Ohio limited liability company (collectively, the Subordinated Creditors), for the benefit of Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division (the Lender).

Bioheart Inc. – Amended and Restated Subordination Agreement (November 14th, 2011)

This AMENDED AND RESTATED SUBORDINATION AGREEMENT (hereinafter "Agreement") is entered into and is effective this 1st day of August 2011 by and between BlueCrest Venture Finance Master Fund Limited, a Cayman Islands limited company, PO Box 309, Ugland House, South Church Street, George Town, Cayman Islands (BlueCrest), and Greystone Capital Partners (Lender).

Bioheart Inc. – Amended and Restated Subordination Agreement (November 14th, 2011)

This AMENDED AND RESTATED SUBORDINATION AGREEMENT (hereinafter "Agreement") is entered into and is effective this 1st day of October 2011 by and between BlueCrest Venture Finance Master Fund Limited, a Cayman Islands limited company, PO Box 309, Ugland House, South Church Street, George Town, Cayman Islands (BlueCrest), and Greystone Capital Partners (Lender).

Bioheart Inc. – Amended and Restated Subordination Agreement (November 14th, 2011)

This AMENDED AND RESTATED SUBORDINATION AGREEMENT (hereinafter "Agreement") is entered into and is effective this 1st day of November 2011 by and between BlueCrest Venture Finance Master Fund Limited, a Cayman Islands limited company, PO Box 309, Ugland House, South Church Street, George Town, Cayman Islands (BlueCrest), and Greystone Capital Partners (Lender).

Bioheart Inc. – Amended and Restated Subordination Agreement (November 14th, 2011)

This AMENDED AND RESTATED SUBORDINATION AGREEMENT (hereinafter "Agreement") is entered into and is effective this 1st day of September 2011 by and between BlueCrest Venture Finance Master Fund Limited, a Cayman Islands limited company, PO Box 309, Ugland House, South Church Street, George Town, Cayman Islands (BlueCrest), and Greystone Capital Partners (Lender).

Amended and Restated Subordination Agreement (July 5th, 2011)

This Amended and Restated Subordination Agreement (this Agreement) is made as of June 30, 2011 by and among Bakers Footwear Group, Inc. (the Company), each of the Investors set forth on the signature pages hereto (each, a Subordinated Creditor and, collectively, the Subordinated Creditors) and Bank of America, N. A. (Senior Lender). The Company and Senior Lender are parties to the Second Amended and Restated Loan and Security Agreement dated as of August 31, 2006 (as amended and in effect, and as may be further amended, restated, modified and/or supplemented from time to time, the Loan Agreement). Capitalized terms used herein and not otherwise defined shall have the same meanings ascribed to them in the Loan Agreement.

Bioheart Inc. – Amended and Restated Subordination Agreement (May 25th, 2011)

This AMENDED AND RESTATED SUBORDINATION AGREEMENT (hereinafter "Agreement") is entered into and is effective this 16th day of May 2011 by and between BlueCrest Venture Finance Master Fund Limited, a Cayman Islands limited company, PO Box 309, Ugland House, South Church Street, George Town, Cayman Islands (BlueCrest), and Magna Group, LLC (Lender).

Akorn, Inc. – Amended and Restated Subordination Agreement (August 21st, 2009)

This AMENDED AND RESTATED SUBORDINATION AGREEMENT dated as of August 17, 2009 (this Agreement) is by and among THE JOHN N. KAPOOR TRUST DATED SEPTEMBER 20, 1989 (Subordinated Creditor), AKORN, INC., a Louisiana corporation (Akorn), AKORN (NEW JERSEY), INC., an Illinois corporation (Akorn New Jersey and together with Akorn, the Companies and each a Company), and EJ FUNDS, LP (EJ Funds), a Delaware limited partnership (and assignee of General Electric Capital Corporation, a Delaware corporation (GE Capital) (Agent) for all Senior Lenders party to the Restated Credit Agreement described below) and amends and restates that certain Subordination Agreement entered into as of January 7, 2009, by and among the same parties.

AXS-One – Third Amended and Restated Subordination Agreement (July 1st, 2009)

This Third Amended and Restated Subordination Agreement is made as of June 26, 2009 by and among BlueLine Capital Partners, LP, a Delaware limited partnership, as agent ("PIPE Agent") for the secured parties under the PIPE Security Agreement (as defined below), BlueLine Capital Partners, LP, a Delaware limited partnership, as agent ("Debt Agent", and together with the PIPE Agent, the "Agents") for the secured parties under the Debt Security Agreement (as defined below), and Sand Hill Finance, LLC ("SHF").

Telos – Amended and Restated Subordination Agreement (April 15th, 2009)

THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT (Agreement), dated as of April 4, 2008, entered into between Wells Fargo Foothill, Inc. (formerly known as Foothill Capital Corporation), as agent (Agent) for itself and for the Lenders (defined below), each of the parties identified on the signature pages hereto as a Subordinated Noteholder (collectively, the Subordinated Noteholders and each, a Subordinated Noteholder) and U.S. Bank National Association (successor in interest to State Street Bank and Trust Company), in its capacity as collateral trustee with respect to the Series B Collateral described below (the Trustee; Trustee and each Subordinated Noteholder are collectively, the Creditors and each, a Creditor).

Amended and Restated Subordination Agreement (March 2nd, 2009)

To induce Gemino Healthcare Finance, LLC (Lender) to establish a credit facility for making loans and extending credit from time to time for the benefit of Clarient, Inc. (Clarient), Clarient Diagnostic Services, Inc., ChromaVision International, Inc., and such other Persons joined to the Credit Agreement as Borrowers from time to time (collectively with Clarient, the Borrowers and each individually referred to as a Borrower) pursuant to the terms of that certain Credit Agreement among Borrowers and Lender dated as of even date herewith (as amended, extended, modified, supplemented, restated or replaced from time to time, the Credit Agreement), Safeguard Delaware, Inc., Safeguard Scientifics, Inc. and Safeguard Scientifics (Delaware), Inc. (collectively and individually as context requires, Undersigned) hereby agrees as follows:

AXS-One – Second Amended and Restated Subordination Agreement (November 3rd, 2008)

This Second Amended and Restated Subordination Agreement is made as of October 30, 2008 by and between BlueLine Capital Partners, LP, a Delaware limited partnership, as agent (Agent) for the secured parties under the Security Agreement (as defined below), and Sand Hill Finance, LLC (SHF).

AXS-One – Amended and Restated Subordination Agreement (July 28th, 2008)

This Amended and Restated Subordination Agreement is made as of July 24, 2008 by and between BlueLine Capital Partners, LP, a Delaware limited partnership, as agent (Agent) for the secured parties under the Security Agreement (as defined below), and Sand Hill Finance, LLC (SHF).

AXS-One – Second Security Agreement Amendment (July 28th, 2008)

This SECOND SECURITY AGREEMENT AMENDMENT (the Amendment) is made as of July 24, 2008 between BlueLine Capital Partners, LP, a Delaware limited partnership with an office located at 4115 Blackhawk Plaza Circle, Suite 100, Danville, CA 94596, as agent (hereinafter, in such capacity, the Agent) for itself and the other lenders listed on the signature pages hereto (hereinafter, collectively, the Secured Parties), the Secured Parties and AXS-One Inc., a Delaware corporation with its principal executive offices located at 301 Route 17 North, Rutherford, NJ 07070, Attention: President (the Debtor).

AXS-One – Amended and Restated Subordination Agreement (November 16th, 2007)

This Amended and Restated Subordination Agreement is made as of November 16, 2007, by and between BLUELINE CAPITAL PARTNERS, LP, as Agent for the secured parties, with an office at 4115 Blackhawk Plaza Circle, Suite 100, Danville, CA 94596 (Creditor), and SILICON VALLEY BANK, a California-chartered bank, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 2221 Washington Street, Suite 200, Newton, Massachusetts 02462 (Bank).

AXS-One – Security Agreement Amendment (November 16th, 2007)

This SECURITY AGREEMENT AMENDMENT (the Amendment) is made as of November 16, 2007 between BlueLine Capital Partners, LP, a Delaware limited partnership with an office located at 4115 Blackhawk Plaza Circle, Suite 100, Danville, CA 94596, as agent (hereinafter, in such capacity, the Agent) for itself and the other lenders listed on the signature page hereto (hereinafter, collectively, the Secured Parties) and AXS-One Inc., a Delaware corporation with its principal executive offices located at 301 Route 17 North, Rutherford, NJ 07070, Attention: President (the Debtor).

Call Solutions – Amended and Restated Subordination Agreement (August 22nd, 2007)

THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT, dated as of August 16, 2007 (this "Subordination Agreement"), by and among Universal Property and Development Acquisition Corporation, a Nevada Corporation ("UPDA") whose principal place of business is located at 124 N. Church Street, Jacksboro, TX 76458, Heartland Oil and Gas Corp., a Nevada corporation ("HOGC"), whose principal place of business is located at 1610 Industrial Drive, Paola, KS 66071, Canyon Creek Oil and Gas, Inc., a Nevada corporation ("Canyon"), whose principal place of business is located at 124 N. Church Street, Jacksboro, TX 76458, Catlin Oil and Gas, Inc., a Nevada corporation ("Catlin"), whose principal place of business is located at 124 N. Church Street, Jacksboro, TX 76458, Heartland Gas Gathering, LLC, a Kansas limited liability company ("HGG"), whose principal place of business is located at 1610 Industrial Drive, Paola, KS 66071, Heartland Oil and Gas Inc., a Nevada corporation ("Heartland Oil"), whose pri

Amended and Restated Subordination Agreement and Consent (July 6th, 2007)

This Amended and Restated Subordination Agreement (this Agreement), dated as of June 29, 2007, is between Ashutosh Roy (the Lender) and Silicon Valley Bank (Bank).